Lower Joseph T 4

What Happened Joseph T. Lower, a director of Hillenbrand, Inc. (HI), had a total of 4,230 shares disposed to the issuer on February 10, 2026 as part of Hillenbrand's merger. This consisted of 79 outstanding common shares and 4,151 restricted stock units (RSUs) that were cancelled and converted into cash. Under the merger agreement, each share (and each RSU converted to a share) was paid $32.00 in cash, so the aggregate consideration for these 4,230 shares was $135,360 (subject to any required tax withholding).

Key Details

• Transaction date: February 10, 2026 (Effective Time of the Merger).
• Transaction type/code: D (Disposition to the issuer) — shares converted under the Merger Agreement, not an open-market sale.
• Consideration: $32.00 per share; total ≈ $135,360 (gross), RSU payments net of required withholding.
• Shares involved: 79 actual shares + 4,151 RSUs = 4,230 total shares converted.
• Shares owned after transaction: Not specified in the provided filing.
• Footnotes: F1 describes the Merger Agreement and $32.00 cash consideration per share; F2 explains RSUs were cancelled for cash equal to number of shares × $32, less withholding.
• Filing timeliness: Reported with period and filing date of Feb 10, 2026 — appears timely (no late-file note).

Context

• This was a corporate-transaction-driven disposition (merger consideration), not a voluntary open-market sale; such conversions are routine when companies are acquired and don't necessarily signal the insider's view on the company's future performance.
• The 4,151-item derivative transaction represents RSUs converted to cash per the merger terms (not an option exercise). Tax withholding may reduce the net cash received.