GYANI MOHAN S 4

What Happened

• Gyani Mohan S, a director of Synchronoss Technologies, disposed of a total of 56,055 shares on 2026-02-13 in connection with the company’s merger. The outstanding common shares were cancelled and converted into the right to receive $9.00 per share, resulting in approximately $504,495 in cash consideration.
• The filing shows three disposition entries: 52,689 common shares and two derivative-related dispositions of 1,310 and 2,056 shares. The derivative items reflect option/derivative cancellations converted to cash under the merger terms.

Key Details

• Transaction date: February 13, 2026 (Effective Time of the merger).
• Consideration: $9.00 per share under the Merger Agreement (total ≈ $504,495).
• Total shares disposed: 56,055 (52,689 common + 1,310 derivative + 2,056 derivative).
• Shares owned after transaction: All outstanding common shares were cancelled at the Effective Time; common-share holdings were converted to cash under the merger.
• Footnotes of note:
  • F1: Dispositions occurred pursuant to the Merger Agreement; all issued and outstanding common shares cancelled for $9.00/share.
  • F2: Earlier one-for-nine reverse split (Dec 11, 2023) affected share counts reported.
  • F3/F4: Outstanding options vested as of the Effective Time; vested options were cancelled and converted into cash equal to (Merger Consideration − exercise price) × vested shares, with options having exercise price ≥ $9.00 cancelled for no consideration.
• Timeliness: Form 4 filed for the period ending 2026-02-13 (no late filing indicated).

Context

• This was a merger-related cash-out (disposition to issuer), not an open-market sale; proceeds came from the company’s acquisition terms rather than a trading decision by the insider.
• Derivative entries represent option/award cancellations and cash settlements under the merger formula, not separate stock purchases or market trades.