Home/Filings/4/0001127602-25-009347
4//SEC Filing

HENSHALL DAVID J 4

Accession 0001127602-25-009347

CIK 0001897982other

Filed

Mar 12, 8:00 PM ET

Accepted

Mar 13, 4:23 PM ET

Size

7.4 KB

Accession

0001127602-25-009347

Insider Transaction Report

Form 4
Period: 2025-03-11
Transactions
  • Disposition to Issuer

    Common Stock

    2025-03-122,1840 total
  • Other

    Common Stock

    2025-03-112150 total
Footnotes (3)
  • [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 26, 2025, among Aspen Technology, Inc. (the "Issuer"), Emerson Electric Co. ("Parent"), and Emersub CXV, Inc., a wholly owned subsidiary of Parent ("Purchaser"), pursuant to which Purchaser completed a cash tender offer for shares of common stock of the Issuer (each, a "Share") not already owned by Parent and thereafter merged with and into the Issuer, effective as of March 12, 2025 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $265.00 in cash (the "Merger Consideration"), without interest and less any applicable tax withholding.
  • [F2]Represents restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represented a contingent right to receive one Share upon vesting of the RSU (a "Company RSU").
  • [F3]Pursuant to the Merger Agreement, at the Effective Time, each Company RSU held by a non-employee director of the Issuer (whether vested or unvested) was cancelled and converted into the right to receive a cash payment (without interest and subject to any applicable tax withholding) equal to the product of (1) the Merger Consideration and (2) the number of Shares subject to such Company RSU.

Issuer

Aspen Technology, Inc.

CIK 0001897982

Entity typeother

Related Parties

1
  • filerCIK 0001176008

Filing Metadata

Form type
4
Filed
Mar 12, 8:00 PM ET
Accepted
Mar 13, 4:23 PM ET
Size
7.4 KB