4//SEC Filing
Edwards Pamela J 4
Accession 0000950170-25-092512
CIK 0001782754other
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 6:30 AM ET
Size
8.0 KB
Accession
0000950170-25-092512
Insider Transaction Report
Form 4
AZEK Co Inc.AZEK
Edwards Pamela J
Director
Transactions
- Disposition to Issuer
Class A Common Stock
2025-07-01−11,371→ 0 total - Disposition to Issuer
Class A Common Stock
2025-07-01−263→ 0 total
Footnotes (4)
- [F1]Represents shares (including in respect of shares underlying, as applicable, Company RSU Awards, Company PSU Awards and Company Stock Options (each as defined in the Agreement and Plan of Merger, dated as of March 23, 2025 (as amended, the "Merger Agreement"), by and among The AZEK Company Inc. ("AZEK"), James Hardie Industries plc ("JHX") and Juno Merger Sub Inc.)) disposed of pursuant to the closing of the transactions contemplated by the Merger Agreement.
- [F2]In accordance with the Merger Agreement, upon the Effective Time (as defined in the Merger Agreement), each share of Company Common Stock (as defined in the Merger Agreement) that was issued and outstanding immediately prior to the Effective Time (subject to certain exceptions) was converted into the right to receive $26.45 in cash, without interest (the "Cash Consideration"), and 1.0340 (the "Exchange Ratio") JHX ordinary shares, with cash in lieu of fractional JHX ordinary shares, where any such aggregated fractional shares are rounded to four (4) decimal places and multiplied by JHX's five-trading day volume-weighted average price ending on June 30, 2025, the trading day immediately prior to the closing of the transactions contemplated by the Merger Agreement (the "Parent Share Price") (collectively, the "Merger Consideration"). The Parent Share Price was $26.053018.
- [F3]Upon the Effective Time, each then-outstanding Company RSU Award held by the reporting person was fully vested and canceled in exchange for the right to receive the Merger Consideration.
- [F4]In connection with the closing of the merger, the deferred stock units held by the reporting person as of immediately prior to the Effective Time were settled and immediately cancelled in exchange for the Merger Consideration.
Documents
Issuer
AZEK Co Inc.
CIK 0001782754
Entity typeother
Related Parties
1- filerCIK 0001837378
Filing Metadata
- Form type
- 4
- Filed
- Jul 1, 8:00 PM ET
- Accepted
- Jul 2, 6:30 AM ET
- Size
- 8.0 KB