4//SEC Filing
Boots Ira G 4
Accession 0000899243-19-027891
CIK 0001637913other
Filed
Nov 21, 7:00 PM ET
Accepted
Nov 22, 12:34 PM ET
Size
9.1 KB
Accession
0000899243-19-027891
Insider Transaction Report
Form 4
Boots Ira G
Director
Transactions
- Disposition to Issuer
Common Stock
2019-11-21−69,095→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2019-11-21−24,535→ 0 total(indirect: By Trust)Exercise: $6.64Exp: 2022-04-30→ Common Stock (24,535 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 12, 2019, among the Issuer, Hillenbrand, Inc., an Indiana corporation ("Hillenbrand"), and Bengal Delaware Holding Corporation, a Delaware corporation and a wholly owned subsidiary of Hillenbrand, at the Effective Time (as defined in the Merger Agreement), each share of Issuer common stock, automatically and without any required action by the Reporting Person, was converted into the right to receive (a) $11.80 in cash, without interest, and (b) 0.1612 shares of Hillenbrand common stock (and, if applicable, cash in lieu of fractional shares), less any applicable withholding taxes.
- [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, each stock unit that was subject to vesting solely based on the satisfaction of time-based vesting criteria ("RSU") was cancelled and converted into the right to receive (a) $11.80 in cash, without interest, and (b) 0.1612 shares of Hillenbrand common stock (and, if applicable, cash in lieu of fractional shares), less any applicable withholding taxes, for each share of Issuer common stock subject to such RSU.
- [F3]Disposed of pursuant to the Merger Agreement, pursuant to which each outstanding stock option with a per share exercise price that was less than the per share Merger Consideration Value (as defined in the Merger Agreement), whether vested or unvested, was cancelled and converted into the right to receive, in respect of each Net Option Share (as defined in the Merger Agreement) subject to such stock option, (a) $11.80 in cash, without interest, and (b) 0.1612 shares of Hillenbrand common stock (and, if applicable, cash in lieu of fractional shares), less any applicable withholding taxes.
- [F4]The securities were directly held by the Boots Family Trust #1, of which the Reporting Person is the sole trustee, for the benefit of the Reporting Person's spouse, parents, siblings or lineal descendants, and may be deemed to be held by the Reporting Person.
Documents
Issuer
Milacron Holdings Corp.
CIK 0001637913
Entity typeother
Related Parties
1- filerCIK 0001645268
Filing Metadata
- Form type
- 4
- Filed
- Nov 21, 7:00 PM ET
- Accepted
- Nov 22, 12:34 PM ET
- Size
- 9.1 KB