4//SEC Filing
Smith Jill D. 4
Accession 0001140361-23-048748
CIK 0001091883other
Filed
Oct 17, 8:00 PM ET
Accepted
Oct 18, 5:20 PM ET
Size
9.2 KB
Accession
0001140361-23-048748
Insider Transaction Report
Form 4
Smith Jill D.
Director
Transactions
- Exercise/Conversion
Common Stock
2023-10-18+3,780→ 17,491 total - Disposition to Issuer
Common Stock
2023-10-18−17,491→ 0 total - Exercise/Conversion
Restricted Stock Unit
2023-10-18−3,780→ 0 totalExercise: $0.00Exp: 2033-03-17→ Common Stock (3,780 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger dated June 5, 2023 (as amended on June 26, 2023 by Amendment No. 1 to Agreement and Plan of Merger, as further amended on June 29, 2023 by Amendment No. 2 to Agreement and Plan of Merger, the "Merger Agreement"), by and among CIROCR International, Inc. ("CIRCOR"), Cube BidCo, Inc., a Delaware corporation ("Parent"), and Cube Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, pursuant to which Cube Merger Sub, Inc. merged with and into CIRCOR, with CIRCOR remaining as the surviving corporation, at the effective time of the Merger (the "Effective Time"), (continued in Footnote 2)
- [F2]each issued and outstanding share of common stock, par value $0.01 per share, of CIRCOR ("Company Common Stock"), immediately prior to the Effective Time was converted into the right to receive an amount in cash equal to $56.00, without interest (the "Merger Consideration"), and as of the Effective Time, all such shares of Company Common Stock are no longer outstanding and were automatically cancelled and cease to exist.
- [F3]The Restricted Stock Units ("RSUs") were granted to the Reporting Person by CIRCOR as part of equity incentive grants made by CIRCOR on March 17, 2023. Pursuant to the Merger Agreement, as of the Effective Time, each unvested RSU vested in full.
Documents
Issuer
CIRCOR INTERNATIONAL INC
CIK 0001091883
Entity typeother
Related Parties
1- filerCIK 0001463490
Filing Metadata
- Form type
- 4
- Filed
- Oct 17, 8:00 PM ET
- Accepted
- Oct 18, 5:20 PM ET
- Size
- 9.2 KB