4/A//SEC Filing
VOLKSWAGEN AG 4/A
Accession 0000950103-21-009941
CIK 0000808450other
Filed
Jun 30, 8:00 PM ET
Accepted
Jul 1, 8:45 PM ET
Size
10.8 KB
Accession
0000950103-21-009941
Insider Transaction Report
Form 4/AAmended
Volkswagen Truck & Bus GmbH
10% Owner
Transactions
- Other
Common Stock
2021-07-01−16,629,667→ 2 total(indirect: See footnotes)
TRATON US Inc.
10% Owner
Transactions
- Other
Common Stock
2021-07-01−16,629,667→ 2 total(indirect: See footnotes)
VOLKSWAGEN AG
10% Owner
Transactions
- Other
Common Stock
2021-07-01−16,629,667→ 2 total(indirect: See footnotes)
Footnotes (4)
- [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of November 7, 2020 (the "Merger Agreement"), by and among Navistar International Corporation, a Delaware Corporation (the "Issuer"), TRATON SE, a Societas Europaea ("TRATON") and Dusk Inc., a Delaware Corporation and a wholly owned indirect subsidiary of TRATON ("Merger Sub"), Merger Sub was merged with and into the Issuer (the "Merger") with the Issuer continuing as the surviving corporation and an indirect subsidiary of TRATON (the "Surviving Corporation"). As a result of the Merger, among other things, TRATON US Inc. ("TRATON US") directly holds two shares of common stock, par value $0.10 per share, of the Surviving Corporation (the "Surviving Corporation Shares"), and each Reporting Person may be deemed to beneficially own such Surviving Corporation Shares.
- [F2]Consists of the Surviving Corporation Shares described in Footnote 1.
- [F3]Prior to the consummation of the Merger, TRATON US was the direct owner of reported 16,629,667 shares of Common Stock of the Issuer (the "NAV Shares"). Each Reporting Person may be deemed to have been the beneficial owners of such NAV Shares.
- [F4]As a result of the Merger, among other things, the NAV Shares were automatically converted into one issued and outstanding Surviving Corporation Share and all of the issued and outstanding shares of the common stock of Merger Sub owned immediately prior to the Effective Time (as defined in the Merger Agreement) were converted into one issued and outstanding Surviving Corporation Share.
Documents
Issuer
NAVISTAR INTERNATIONAL CORP
CIK 0000808450
Entity typeother
Related Parties
1- filerCIK 0001111708
Filing Metadata
- Form type
- 4/A
- Filed
- Jun 30, 8:00 PM ET
- Accepted
- Jul 1, 8:45 PM ET
- Size
- 10.8 KB