4//SEC Filing
CONROY WILLIAM M 4
Accession 0000899243-20-009561
CIK 0001355754other
Filed
Mar 25, 8:00 PM ET
Accepted
Mar 26, 5:33 PM ET
Size
10.0 KB
Accession
0000899243-20-009561
Insider Transaction Report
Form 4
INSTRUCTURE INCINST
CONROY WILLIAM M
Director
Transactions
- Disposition from Tender
Common Stock
2020-03-24$49.00/sh−29,632$1,451,968→ 0 total - Disposition from Tender
Common Stock
2020-03-24$49.00/sh−87,169$4,271,281→ 0 total(indirect: By LLC) - Disposition to Issuer
Restricted Stock Units
2020-03-24$49.00/sh−8,115$397,635→ 0 total→ Common Stock (8,115 underlying)
Footnotes (4)
- [F1]On February 17, 2020, the Issuer entered into the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 17, 2020, by and among the Issuer, Instructure Holdings, LLC (f/k/a PIV Purchaser, LLC), a Delaware limited liability company ("Parent") and PIV Merger Sub, Inc., a Delaware corporation and a direct and wholly owned subsidiary of Parent ("Merger Sub"), Shares accepted for payment in the tender offer commenced by Merger Sub in exchange for the right to receive $49.00 in cash per share.
- [F2]Mr. Conroy is the manager of Conroy Investments, LLC and has sole voting and investment power with respect to the shares held by Conroy Investments, LLC.
- [F3]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
- [F4]Disposed of pursuant to the Merger Agreement, whereby each Issuer RSU that was unexpired, unsettled, outstanding, and unvested as of immediately prior to the effective time of the merger (other than certain forfeited RSUs) was cancelled and replaced with the right to receive to receive $49.00 in cash per share underlying the RSU, subject to any required tax withholdings, which consideration will be subject to generally the same terms as the corresponding cancelled RSU, including vesting conditions.
Documents
Issuer
INSTRUCTURE INC
CIK 0001355754
Entity typeother
Related Parties
1- filerCIK 0001259991
Filing Metadata
- Form type
- 4
- Filed
- Mar 25, 8:00 PM ET
- Accepted
- Mar 26, 5:33 PM ET
- Size
- 10.0 KB