4Accepted Apr 9, 5:11 PM ET
Hologic (HOLX) Director Martin Madaus Disposes 17,392 Shares in Merger
Accepted (ET)
5:11 PM
Apr 9, 2026
Filed
Apr 9, 2026
Documents
1
Size
13.2 KB
Summary
Hologic (HOLX) Director Martin Madaus Disposes 17,392 Shares in Merger
What Happened
Martin D. Madaus, a director of Hologic, reported dispositions to the issuer on April 7, 2026 totaling 17,392 shares (5,396; 5,445; 1,016 derivative; 5,535 derivative). The Form 4 shows these were merger-related transfers — at the merger effective time each Hologic share converted into $76.00 cash plus one contingent value right (CVR) (CVR can pay up to $3.00 per share). Per the filing, the time‑vesting RSUs and outstanding options were converted or cancelled under the merger agreement; after the conversions the reporting person no longer beneficially owns any Hologic common stock.
Key Details
- Transaction date: April 7, 2026; Form 4 filed April 9, 2026 (timely).
- Reported dispositions: 5,396 shares; 5,445 shares; 1,016 shares (derivative); 5,535 shares (derivative) — total 17,392 shares. Form lists price as N/A because shares/options were converted under the merger.
- Consideration per merger terms: $76.00 cash per share plus one CVR (right to up to $3.00 additional per share, contingent).
- Shares owned after transaction: 0 shares of Hologic common stock.
- Notable footnotes: RSUs were converted into the right to receive the merger consideration. Options were cancelled/converted per the merger agreement: options with strike < $76 converted into a cash payment equal to (shares × (76 − strike)) plus a CVR per share; options with strike between $76 and $79 converted into CVRs (payment net of excess over $76); options with strike ≥ $79 were cancelled for no consideration.
Context
These transfers are merger-transaction dispositions (not open-market sales) and reflect the conversion/cancellation mechanics in the Hologic merger rather than an active trading decision by the insider. Derivative items on the Form reflect RSU and option treatment under the Merger Agreement (see footnotes/remarks for specifics).