4//SEC Filing
Rainko Kelly 4
Accession 0000950103-23-002884
CIK 0001857951other
Filed
Feb 22, 7:00 PM ET
Accepted
Feb 23, 9:14 PM ET
Size
10.5 KB
Accession
0000950103-23-002884
Insider Transaction Report
Form 4
Weber Inc.WEBR
Rainko Kelly
Director
Transactions
- Other
Class A Common Stock
2023-02-21$8.05/sh−151,681$1,221,032→ 0 total(indirect: By Trust) - Other
Class B Common Stock
2023-02-21−832,785→ 0 total(indirect: By Trust) - Other
LLC Units in Weber HoldCo LLC
2023-02-21−832,785→ 0 total(indirect: By Trust)Exercise: $0.00→ Class A Common Stock (832,785 underlying)
Footnotes (4)
- [F1]On February 21, 2023, Ribeye Parent, LLC ("Parent") acquired the issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the issuer, Parent and Ribeye Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), dated as of December 11, 2022 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the issuer, with the issuer surviving such merger as a wholly owned subsidiary of Parent (the "Merger").
- [F2]Reflects shares of Class A common stock of the issuer ("Class A Common Stock") that, pursuant to the Merger Agreement and in connection with the consummation of the Merger, were automatically canceled and converted into the right to receive the Merger consideration.
- [F3]Reflects shares of Class B common stock of the issuer ("Class B Common Stock") and common units of Weber HoldCo LLC ("LLC Units") held by the reporting person. The reporting person may require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of the Class A Common Stock on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment. The LLC Units do not expire.
- [F4]Pursuant to the Merger Agreement and in connection with the consummation of the Merger, underlying shares were converted into an identical number of newly issued shares of the surviving corporation.
Documents
Issuer
Weber Inc.
CIK 0001857951
Entity typeother
Related Parties
1- filerCIK 0001872799
Filing Metadata
- Form type
- 4
- Filed
- Feb 22, 7:00 PM ET
- Accepted
- Feb 23, 9:14 PM ET
- Size
- 10.5 KB