Greenway Joy M 4
4 · Hillenbrand, Inc. · Filed Feb 10, 2026
Research Summary
AI-generated summary of this filing
Hillenbrand (HI) Director Joy M. Greenway Receives Cash for 45,733 Shares
What Happened
Joy M. Greenway, a director of Hillenbrand, Inc. (HI), had 45,733 restricted stock units (derivative securities) cancelled and converted into cash in connection with the company’s merger. Each share was converted into $32.00 in cash, so the transaction generated $1,463,456 (less any required withholding).
Key Details
- Transaction date: February 10, 2026.
- Transaction type/code: Disposition to issuer (D); derivative securities (restricted stock units) cancelled.
- Price per share / consideration: $32.00 cash per share.
- Total consideration: $1,463,456 before withholding.
- Shares reported in the filing: 45,733 units disposed. Shares owned after transaction: not specified in the Form 4.
- Footnotes: F1–F2 explain the Merger Agreement converting outstanding common stock and restricted stock units into $32.00 cash per share and that RSUs were cancelled for cash payments less required withholding.
- Filing timeliness: Reported on 2026-02-10 (same date as the transaction), not flagged as late.
Context
This was not an open-market sale by the director but a cash-out of equity compensation (time-vesting and/or deferred RSUs) resulting from the merger of Hillenbrand into the buyer. Such dispositions are routine in deal closings and reflect transaction terms rather than a stand-alone insider sale decision.
Insider Transaction Report
Form 4Exit
Greenway Joy M
Director
Transactions
- Disposition to Issuer
Restricted Stock Units
[F1][F2]2026-02-10−45,733→ 0 total→ Common Stock (45,733 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 Joy M. Greenway|2026-02-10