Home/Filings/4/0000950142-23-000587
4//SEC Filing

Benson Randall C 4

Accession 0000950142-23-000587

CIK 0001393066other

Filed

Mar 2, 7:00 PM ET

Accepted

Mar 3, 5:01 PM ET

Size

27.9 KB

Accession

0000950142-23-000587

Insider Transaction Report

Form 4
Period: 2023-03-01
Transactions
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-014,4610 total
    Common Stock (4,461 underlying)
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-018,0910 total
    Common Stock (8,091 underlying)
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-019,822.690 total
    Common Stock (9,822.69 underlying)
  • Disposition to Issuer

    Common Stock

    2023-03-0124,8000 total(indirect: By R&J Benson Investments Ltd.)
  • Disposition to Issuer

    Common Stock

    2023-03-018,1340 total
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-01106,386.50 total
    Common Stock (106,386.5 underlying)
  • Disposition to Issuer

    Dividend Equivalent Units

    2023-03-018130 total
    Common Stock (813 underlying)
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-019,3520 total
    Common Stock (9,352 underlying)
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-0123,7340 total
    Common Stock (23,734 underlying)
  • Disposition to Issuer

    Deferred Stock Units

    2023-03-019,6030 total
    Common Stock (9,603 underlying)
  • Disposition to Issuer

    Dividend Equivalent Units

    2023-03-011,430.360 total
    Common Stock (1,430.36 underlying)
Footnotes (3)
  • [F1]Disposed of for $20.50 ("Cash Consideration") and one contractual contingent value right ("CVR") per share pursuant to the terms of that certain Agreement and Plan of Merger, dated as of July 5, 2022, by and among, Resolute Forest Products Inc. (the "Company"), Domtar Corporation, Terra Acquisition Sub Inc., Karta Halten B.V., Pearl Merger Sub Inc. and Paper Excellence B.V., (the "Merger Agreement"). A CVR entitles the reporting person to receive a pro rata portion of all amounts of refunds received, if any, by the Company or any of its subsidiaries or permitted assignees, in respect of approximately $500 million of deposits on estimated softwood lumber duties paid by the Company through June 30, 2022, including interest paid by any applicable government authority net of certain expenses and of applicable tax and withholding.
  • [F2]Each Deferred Stock Unit ("DSU") represents the right to receive the economic equivalent of one share of Company common stock. The DSUs credited to the reporting person's account were to be settled in cash after the earliest of (i) death, (ii) disability or (iii) December 15 of the year following the year of the reporting person's termination of service to the Company. Pursuant to the terms of the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time (as defined in the Merger Agreement), whether vested or unvested (including any corresponding dividend equivalents), was cancelled and converted into the right to receive (a) a cash payment equal to the Cash Consideration and (b) one CVR.
  • [F3]Each Dividend Equivalent Units ("DEUs") represents additional DSUs resulting from adjustments pursuant to the Company's incentive plans and were to be settled in cash after the earliest of (i) death, (ii) disability or (iii) December 15 of the year following the year of the reporting person's termination of service to the Company. Pursuant to the terms of the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, whether vested or unvested (including any corresponding dividend equivalents), was cancelled and converted into the right to receive (a) a cash payment equal to the Cash Consideration and (b) one CVR.

Issuer

Resolute Forest Products Inc.

CIK 0001393066

Entity typeother

Related Parties

1
  • filerCIK 0001351576

Filing Metadata

Form type
4
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 5:01 PM ET
Size
27.9 KB