HAGER DEAN 4
Research Summary
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Jamf (JAMF) Director Dean Hager Sells Shares in Merger
What Happened
- Dean Hager, a Jamf (JAMF) director, had equity cashed out in connection with Jamf’s merger effective January 30, 2026. The Form 4 reports three dispositions to the issuer (merger cash-outs):
- 284,538 common shares converted at $13.05/share for $3,713,221
- 1,464,939 derivative shares (options) converted at $7.56/share for $11,074,939
- 284,625 derivative shares (options) converted at $4.35/share for $1,238,119
- Total cash received from these dispositions: approximately $16,026,279. These were not open-market sales but cash conversions required by the Merger Agreement.
Key Details
- Transaction date: 2026-01-30 (Effective Time of the Merger). Form 4 filed 2026-02-03 (timely under the two-business-day rule).
- Prices and values: $13.05, $7.56, and $4.35 per share lines as shown above; totals listed per line and ~ $16.03M combined.
- Shares owned after transaction: The Merger Agreement cancelled outstanding common shares and converted them to cash at the Per Share Price; the reported common stock holdings were disposed in the Merger (check the full filing for any remaining holdings in other instruments).
- Notable footnotes:
- F1: Merger converted each issued and outstanding Jamf common share into $13.05 in cash.
- F2: 131,736 Company RSUs were fully vested, cancelled and converted into cash at the Per Share Price.
- F3: Stock options were cancelled and converted into cash equal to (number of option-share equivalents) × (Per Share Price minus exercise price); payouts subject to applicable withholding taxes.
- Transaction code: D (Disposition to Issuer — merger cash-out), not a market sale.
Context
- These were cash-outs tied to the merger, not voluntary open-market sales; derivative lines reflect option cash settlements (cash realized equals Per Share Price less the option exercise price, multiplied by option shares).
- Such merger-driven dispositions are routine outcomes of buyouts and do not, by themselves, indicate insider sentiment about the company’s future market performance.