Hillenbrand, Inc.·4

Feb 10, 4:05 PM ET

Sawhney Inderpreet 4

4 · Hillenbrand, Inc. · Filed Feb 10, 2026

Research Summary

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Hillenbrand (HI) Director Inderpreet Sawhney Receives $448,864 Cash for RSUs

What Happened

  • Inderpreet Sawhney, a director of Hillenbrand, had 14,027 restricted stock units (derivative interests) cancelled and converted into cash in connection with Hillenbrand's merger. Each RSU was converted into the right to receive $32.00 per share, producing total cash proceeds of $448,864 (14,027 × $32.00).
  • This was not an open-market sale by the insider; the RSUs were cancelled and paid out under the terms of the merger agreement (transaction code D — disposition of a derivative).

Key Details

  • Transaction date: February 10, 2026 (Effective Time of the merger); Filing date: February 10, 2026.
  • Price/consideration: $32.00 per share; total proceeds ≈ $448,864.
  • Shares disposed (derivative units): 14,027 RSUs cancelled for cash.
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: F1 and F2 explain the merger with LSF12 Helix Parent, LLC and that outstanding time-vesting and vested deferred RSUs were cancelled for cash equal to number of shares × $32.00, less required withholding taxes.
  • Timeliness: Filed same day as the transaction date (no late filing indicated).

Context

  • This was a merger-related cash-out of equity awards, not an opportunistic open-market sale by the director; such conversions are routine in M&A transactions and do not necessarily reflect personal trading decisions.
  • Withholding taxes were applied to RSU payouts per the filing.

Insider Transaction Report

Form 4Exit
Period: 2026-02-10
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    [F1][F2]
    2026-02-1014,0270 total
    Common Stock (14,027 underlying)
Footnotes (2)
  • [F1]On February 10, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 14, 2025, by and among Hillenbrand, Inc., an Indiana corporation (the "Issuer"), LSF12 Helix Parent, LLC, a Delaware limited liability company ("Parent"), and LSF12 Helix Merger Sub, Inc., an Indiana corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), on the terms and subject to the conditions set forth in the Merger Agreement, each share of the Issuer's common stock, without par value ("Common Stock"), issued and outstanding immediately prior to such time, with certain exceptions, was converted into the right to receive $32.00 in cash (the "Merger Consideration"), without interest.
  • [F2]Each restricted stock unit represents the contingent right to receive one share of the Common Stock. At the Effective Time, each time-vesting restricted stock unit and each vested deferred share granted or deemed purchased pursuant to an Issuer equity incentive or deferred compensation plan (each, a "Company Restricted Stock Unit") outstanding immediately prior to the Effective Time, whether vested or unvested, was cancelled in consideration for the right to receive a cash payment equal to the product of (i) the number of shares of Common Stock subject to such Company Restricted Stock Unit and (ii) the Merger Consideration, less any required withholding taxes.
Signature
/s/ Allison A. Westfall, Attorney-in-Fact for Inderpreet Sawhney|2026-02-10

Documents

1 file
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    ownership.xmlPrimary

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