DIAMOND HILL INVESTMENT GROUP INC·4

Apr 22, 4:45 PM ET

Fowler Gordon B 4

4 · DIAMOND HILL INVESTMENT GROUP INC · Filed Apr 22, 2026

Research Summary

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Diamond Hill (DHIL) Director Gordon B. Fowler Sells 7,713 Shares

What Happened Gordon B. Fowler, a director of Diamond Hill Investment Group, Inc. (DHIL), had 7,713 shares disposed to the issuer on April 22, 2026 at $175.00 per share, for total cash consideration of $1,349,775. The disposition is recorded as a "D" (disposition to issuer) and resulted from the company’s acquisition by First Eagle Investment Management, LLC — the shares were canceled and converted into cash under the merger agreement rather than an open-market sale.

Key Details

  • Transaction date and price: April 22, 2026 — 7,713 shares @ $175.00 each.
  • Total proceeds: $1,349,775.
  • Transaction code: D (Disposition to issuer) — conversion under the merger agreement, not an open-market trade.
  • Footnotes: F1 — Diamond Hill was acquired by First Eagle Investment Management, LLC pursuant to the Merger Agreement dated Dec 10, 2025. F2 — Each outstanding common share and outstanding restricted stock was canceled and converted into the right to receive $175.00 in cash without interest.
  • Shares owned after transaction: not specified in the provided filing.
  • Filing timeliness: Reported with period/date 2026-04-22 (no late-filing indicated).

Context This transaction reflects the merger consideration payout — each share (including certain restricted shares) was cashed out for $175 per the Merger Agreement. Such dispositions tied to corporate mergers are routine mechanics of an acquisition and do not, by themselves, indicate the insider’s view on the company’s future performance.

Insider Transaction Report

Form 4Exit
Period: 2026-04-22
Transactions
  • Disposition to Issuer

    Common

    [F1][F2]
    2026-04-22$175.00/sh7,713$1,349,7750 total
Footnotes (2)
  • [F1]On April 22, 2026, the Company was acquired by First Eagle Investment Management, LLC pursuant to that certain Agreement and Plan of Merger, dated as of December 10, 2025 (the "Merger Agreement"), among Diamond Hill Investment Group, Inc., First Eagle Investment Management, LLC, and Soar Christopher Holdings, Inc.
  • [F2]Pursuant to the Merger Agreement, upon the consummation of the merger, each issued and outstanding share of the Company's common stock was canceled and converted into the right to receive $175.00 in cash without interest. In addition, each share of restricted stock that was granted under the Company's 2014 Equity and Cash Incentive Plan, 2022 Equity and Cash Incentive Plan, and 2025 Equity and Cash Incentive Plan that was outstanding immediately prior to the consummation of the merger was canceled and converted into the right to receive $175.00 in cash without interest.
Signature
Carlotta D. King by POA|2026-04-22

Documents

1 file
  • 4
    ownership.xmlPrimary

    FORM 4