4//SEC Filing
Glerum James T Jr. 4
Accession 0000950170-25-062389
CIK 0001378992other
Filed
May 1, 8:00 PM ET
Accepted
May 2, 11:10 AM ET
Size
14.0 KB
Accession
0000950170-25-062389
Insider Transaction Report
Form 4
Glerum James T Jr.
Director
Transactions
- Purchase
Common Stock
2024-12-13$68.12/sh+179$12,193→ 179 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2025-04-30−179→ 0 total(indirect: By Trust) - Purchase
Common Stock
2024-12-13$68.12/sh+132$8,992→ 132 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2025-04-30−132→ 0 total(indirect: By Trust) - Disposition to Issuer
Restricted Stock Units
2025-04-30−2,092→ 0 total→ Common Stock (2,092 underlying)
Footnotes (4)
- [F1]On April 30, 2025, the previously announced acquisition of the Issuer was completed pursuant to the terms of the Agreement and Plan of Merger, dated as of November 19, 2024 (the "Merger Agreement"), by and among the Issuer, Amcor plc ("Amcor") and Aurora Spirit, Inc. At the effective time of the merger (the "Effective Time"), each share of the Issuer's common stock outstanding immediately prior to the Effective Time (excluding shares held by the Issuer as treasury stock immediately prior to the Effective Time) was automatically converted into the right to receive 7.25 Amcor ordinary shares and, if applicable, cash in lieu of fractional shares, less any applicable withholding taxes and without interest.
- [F2]Each time-vesting restricted stock unit award of the Issuer (a "RSU Award") that was vested or became vested as of the Effective Time (a "Vested RSU Award") was cancelled and converted into the right to receive (i) the number of Amcor ordinary shares equal to the product, rounded down to the nearest whole number of shares, of (a) the number of shares of the Issuer's common stock subject to the Vested RSU Award immediately prior to the Effective Time, and (b) 7.25, less applicable tax withholding, and (ii) a cash amount equal to the Issuer's dividend equivalent rights ("DERs") corresponding to the Vested RSU Award, less applicable tax withholding.
- [F3]Each RSU Award that was unvested as of the Effective Time (a "Unvested RSU Award") was cancelled and converted into (i) a time-based restricted stock unit award of Amcor (an "Amcor RSU Award"), relating to a number of Amcor ordinary shares equal to the product, rounded down to the nearest whole number of shares, of (a) the number of shares of the Issuer's common stock subject to the Unvested RSU Award, and (b) 7.25, and
- [F4](ii) an amount in restricted cash equal to the amount that is accrued but unpaid as of the Effective Time with respect to the DERs corresponding to each such Unvested RSU Award. The resulting Amcor RSU Award and restricted cash payment is subject to the same terms and conditions that applied to the corresponding Unvested RSU Award and DER as of immediately prior to the Effective Time.
Documents
Issuer
BERRY GLOBAL GROUP, INC.
CIK 0001378992
Entity typeother
Related Parties
1- filerCIK 0002036886
Filing Metadata
- Form type
- 4
- Filed
- May 1, 8:00 PM ET
- Accepted
- May 2, 11:10 AM ET
- Size
- 14.0 KB