Dockendorff Charles J 4

What Happened

• Charles J. Dockendorff, a Hologic director, had multiple dispositions to the issuer on April 7, 2026, totaling 65,866 shares. These dispositions were part of the company’s merger transaction and are reported as "Disposition to the issuer (D)" (some entries are derivative instruments). Under the merger terms each share was converted into the right to receive $76.00 in cash and one contingent value right (CVR) for up to $3.00; the cash portion for 65,866 shares is approximately $5.0 million, plus potential additional CVR payments. Per the filing, Dockendorff no longer beneficially owns any Hologic common stock after the merger.

Key Details

• Transaction date: April 7, 2026; Form 4 filed April 9, 2026 (timely reporting).
• Total shares disposed: 65,866 (multiple line items; several labeled as derivative).
• Reported per-share price: N/A on Form 4; merger consideration = $76.00 cash + 1 CVR (up to $3.00) per share.
• Shares owned after transaction: 0 (reporting person no longer beneficially owns Company common stock).
• Notable footnotes: RSU awards were converted into the merger consideration; outstanding options were cancelled or converted per the Merger Agreement (cash-out or CVR depending on exercise price).
• Filing appears to reflect merger-driven cancellations/conversions rather than open-market sales.

Context

• These dispositions arose from the Merger Agreement dated Oct 21, 2025, under which Hologic became a wholly owned subsidiary and equity awards/stock were converted or cancelled per specified rules. For option holders, outcomes vary by strike price (cash payment for in-the-money options plus CVRs, CVR-only for certain strikes, or cancellation for high-strike options). This is a corporate transaction settlement, not a voluntary market sale by the director.