4//SEC Filing
Neve Douglas C 4
Accession 0000929638-25-004645
CIK 0000066756other
Filed
Dec 15, 7:00 PM ET
Accepted
Dec 16, 9:39 PM ET
Size
8.1 KB
Accession
0000929638-25-004645
Insider Transaction Report
Form 4
ALLETE INCALE
Neve Douglas C
Director
Transactions
- Disposition to Issuer
Common Stock
2025-12-15$67.00/sh−19,597.34$1,313,022→ 0 total - Disposition to Issuer
Common Stock
2025-12-15$67.00/sh−11,592.45$776,694→ 0 total(indirect: By Trust)
Footnotes (3)
- [F1]Includes shares acquired in exempt transactions pursuant to the dividend equivalent feature of stock awards deferred under the non-employee director deferral plan of ALLETE, Inc., a Minnesota corporation (the "Company"), based on plan information available as of immediately prior to the Effective Time (as defined below).
- [F2]Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 5, 2024, by and among the Company, Alloy Parent LLC, a Delaware limited liability company ("Parent"), and Alloy Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent ("Merger Sub"), at the effective time on December 15, 2025 (the "Effective Time"), Merger Sub merged with and into the Company, with the Company surviving such merger (the "Merger") as a subsidiary of Parent. In connection with the Merger, each share of Company common stock, no par value ("Common Stock"), was automatically converted into the right to receive $67.00 in cash per share without interest (the "Merger Consideration"). The disposition of the securities by the Reporting Person in the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- [F3]Pursuant to the Merger Agreement, each deferred stock unit held by a non-employee director (a "DSU") that was outstanding immediately prior to the Effective Time was canceled as of the Effective Time and converted into a right to receive a cash payment with respect to an aggregate amount, without interest, equal in value to (x) the number of shares of Common Stock subject to such DSU immediately prior to the Effective Time after giving effect to the accumulation of dividend equivalents credited in respect of such DSU, multiplied by (y) the Merger Consideration.
Documents
Issuer
ALLETE INC
CIK 0000066756
Entity typeother
Related Parties
1- filerCIK 0001316155
Filing Metadata
- Form type
- 4
- Filed
- Dec 15, 7:00 PM ET
- Accepted
- Dec 16, 9:39 PM ET
- Size
- 8.1 KB