4//SEC Filing
Lundgren Tamara L. 4
Accession 0000950170-25-095090
CIK 0000912603other
Filed
Jul 9, 8:00 PM ET
Accepted
Jul 10, 4:52 PM ET
Size
6.9 KB
Accession
0000950170-25-095090
Insider Transaction Report
Form 4
Adler Lundgren Tamara L.
DirectorPresident & CEO
Transactions
- Disposition to Issuer
Class A Common Stock
2025-07-10$30.00/sh−1,278,860$38,365,800→ 0 total
Footnotes (2)
- [F1]On July 10, 2025, Radius Recycling, Inc. (the "Issuer") completed the previously announced transaction with Toyota Tsusho America, Inc. ("Parent"), and TAI Merger Corporation ("Merger Sub"), pursuant to the Agreement and Plan of Merger dated as of March 13, 2025 (the "Merger Agreement"), whereby Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger as a wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, each share of Issuer Class A common stock ("Class A Common Stock") and Issuer Class B common stock ("Class B Common Stock" and together with Class A Common Stock, "Common Stock") that was issued and outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) (other than certain properly dissenting shares) was converted into the right to receive $30.00 in cash (the "Merger Consideration"), without interest, and less applicable withholding taxes.
- [F2]Includes 205,903 unvested Company RSU Awards (as defined in the Merger Agreement). Pursuant to the Merger Agreement, as of the Effective Time, each Company RSU Award that was outstanding immediately prior to the Effective Time became immediately vested and was cancelled and converted into the right to receive an amount in cash equal to the sum of (x) the product of (A) the Merger Consideration, multiplied by (B) the total number of shares of Common Stock subject to such Company RSU Award immediately prior to the Effective Time, plus (y) any accrued and unpaid dividends or dividend equivalent rights corresponding to such Company RSU Award.
Documents
Issuer
RADIUS RECYCLING, INC.
CIK 0000912603
Entity typeother
Related Parties
1- filerCIK 0001272461
Filing Metadata
- Form type
- 4
- Filed
- Jul 9, 8:00 PM ET
- Accepted
- Jul 10, 4:52 PM ET
- Size
- 6.9 KB