4//SEC Filing
Mahoney R. Scott 4
Accession 0000950170-24-139693
CIK 0001634997other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 5:08 PM ET
Size
13.2 KB
Accession
0000950170-24-139693
Insider Transaction Report
Form 4
Mahoney R. Scott
General Counsel
Transactions
- Disposition to Issuer
Performance Stock Units
2024-12-23−42,000→ 0 total→ Common Stock (42,000 underlying) - Disposition to Issuer
Performance Stock Units
2024-12-23−5,333→ 0 total→ Common Stock (5,333 underlying) - Disposition to Issuer
Common Stock
2024-12-23$35.75/sh−5,932$212,069→ 0 total - Disposition to Issuer
Performance Stock Units
2024-12-23−9,100→ 0 total→ Common Stock (9,100 underlying)
Footnotes (6)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 17, 2024, by and among the Issuer, Iberdrola, S.A., and Arizona Merger Sub, Inc., pursuant to which Arizona Merger Sub, Inc. merged with and into the Issuer with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Iberdrola, S.A. in exchange for $35.75 (the per share merger consideration set forth in the Merger Agreement).
- [F2]Each performance stock unit represents one contingent right to receive one share of common stock.
- [F3]These performance stock units, which provided for vesting and delivery in three equal installments based on the achievement of certain performance objectives on or before June 30, 2023, March 31, 2024 and March 31, 2025, were cancelled pursuant to the Merger Agreement in exchange for the right to receive a cash payment on or before March 31, 2025 equal to $35.75 multiplied by the number performance stock units.
- [F4]These performance stock units, which provided for vesting and delivery in three equal installments based on the achievement of certain performance objectives on or before March 31, 2026, March 1, 2027 and February 28, 2028, were cancelled pursuant to the Merger Agreement in exchange for performance units that will vest and be settled in cash as follows: (a) the first installment will vest on March 31, 2026 and be paid by May 1, 2026, (b) the second installment will vest on March 1, 2027 and be paid by April 2, 2027, and (c) the third installment will vest on February 28, 2028 and be paid by March 31, 2028. Each cash installment payment will be equal to $35.75 multiplied by the number of performance units the reporting person actually earns based on the level of achievement of the performance goals.
- [F5]Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock.
- [F6]These phantom stock units, which provided for vesting and settlement in cash in three equal installments on February 16, 2024, February 16, 2025, and February 16, 2026, were cancelled pursuant to the Merger Agreement in exchange for a right to receive a cash payment in two equal installments on or before February 16, 2025 and February 16, 2026 equal to $35.75 multiplied by the number phantom stock units to be delivered in such installment.
Documents
Issuer
Avangrid, Inc.
CIK 0001634997
Entity typeother
Related Parties
1- filerCIK 0001660894
Filing Metadata
- Form type
- 4
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 5:08 PM ET
- Size
- 13.2 KB