Flur Dorlisa K 4
4 · HIBBETT INC · Filed Jul 25, 2024
Insider Transaction Report
Form 4
HIBBETT INCHIBB
Flur Dorlisa K
Director
Transactions
- Gift
Common Stock
2024-07-23−4,875→ 2,371 total - Exercise/Conversion
Restricted Stock Units
2024-07-25−7,935→ 0 totalExercise: $0.00→ Common Stock (7,935 underlying) - Exercise/Conversion
Common Stock
2024-07-25$87.50/sh+7,935$694,313→ 10,306 total - Disposition to Issuer
Common Stock
2024-07-25$87.50/sh−10,306$901,775→ 0 total
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of April 23, 2024 (the Merger Agreement), by and among Hibbett, Inc., a Delaware corporation (the Company), Genesis Holdings, Inc., an Indiana corporation (Parent), Steps Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (Merger Sub) and, solely for purposes of certain provisions specified therein, JD Sports Fashion plc, a company incorporated under the laws of England and Wales and the ultimate parent company of Parent and Merger Sub, each share of common stock, par value $0.01 per share, of the Company (Company Common Stock) was converted into the right to receive $87.50 in cash, without interest.
- [F2]Includes 9,583 restricted stock units. In accordance with the terms of the Merger Agreement, each Vested Company RSU Award (as defined in the Merger Agreement) that was outstanding as of immediately prior to the effective time of the merger, automatically became fully vested and was cancelled by virtue of the merger without any action on the part of any holder or beneficiary thereof and entitled the holder to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (1) the number of shares of Company Common Stock then underlying such restricted stock unit award as of immediately prior to the effective time of the merger, and (2) the per share merger consideration of $87.50.
- [F3]Restricted stock units have no excercisable or expiration date.