4//SEC Filing
Helms Thomas F. Jr. 4
Accession 0001140361-20-016149
CIK 0000911649other
Filed
Jul 15, 8:00 PM ET
Accepted
Jul 16, 10:08 AM ET
Size
7.3 KB
Accession
0001140361-20-016149
Insider Transaction Report
Form 4
Helms Thomas F. Jr.
Director
Transactions
- Disposition to Issuer
Class A Common Stock, par value $0.01
2020-07-16−116,341→ 0 total - Disposition to Issuer
Class B Common Stock, par value $0.01
2020-07-16−272,624→ 0 total
Footnotes (2)
- [F1]Pursuant to the Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated as of April 7, 2020, by and among Standard Diversified Inc. (the "Company"), Turning Point Brands, Inc. ("TPB") and Standard Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of TPB (the "Merger Sub"), on July 16, 2020, the Company merged with and into the Merger Sub (the "Merger"), with the Merger Sub continuing as the surviving entity and as a wholly-owned subsidiary of TPB. At the effective time of the Merger, each share of the Company's Class A Common Stock, par value $0.01 per share, and Class B Common Stock, par value $0.01 per share, outstanding held by the reporting person was automatically converted into the right to receive 0.52095 of a share of TPB Voting Common Stock, par value $0.01 per share ("TPB Common Stock"), less applicable taxes and withholdings, upon the terms and subject to the conditions set forth in the Merger Agreement.
- [F2]On July 15, 2020, the closing prices of the Company's Class A Common Stock and Class B Common Stock were $15.00 per share and $10.25 per share, respectively, and the closing price of the TPB Common Stock was $29.13 per share.
Documents
Issuer
STANDARD DIVERSIFIED INC.
CIK 0000911649
Entity typeother
Related Parties
1- filerCIK 0001673345
Filing Metadata
- Form type
- 4
- Filed
- Jul 15, 8:00 PM ET
- Accepted
- Jul 16, 10:08 AM ET
- Size
- 7.3 KB