Morytko Tamara 4

What Happened
Tamara Morytko, Senior Vice President & President, MTS at Hillenbrand, had multiple equity awards and shares converted into cash as part of Hillenbrand’s merger closing on Feb. 10, 2026. The filing shows dispositions to the issuer totaling 106,553 shares (8,903 + 41,709 + 55,941) tied to the merger, with the merger consideration set at $32.00 per share. That implies roughly $3,409,696 in gross cash consideration (before any applicable tax withholdings). One 41,709-share item appears as a grant/acquisition and an immediate disposition in the same transaction set (conversion of units to cash).

Key Details

• Transaction date: February 10, 2026 (Effective Time of the Merger).
• Price/consideration: $32.00 per share (cash paid under Merger Agreement).
• Reported transactions: Dispositions to issuer of 8,903; grant/acquisition of 41,709 followed by disposition of 41,709; disposition (derivative) of 55,941. Net disposed/cancelled = 106,553 shares.
• Approximate gross cash received: 106,553 × $32 = $3,409,696 (less required withholding taxes, per footnotes).
• Shares owned after transaction: not specified in the provided filing.
• Footnotes: F1–F3 state that the merger converted outstanding common shares and restricted stock units (time- and performance-based) into the $32 cash consideration and that RSUs were cancelled for cash (with amounts subject to withholding). One disposition is listed as a derivative (cancellation of RSUs).
• Timeliness: filing covers transactions on the Effective Time (Feb 10, 2026); no late-filing indication in the provided data.

Context
These were not open-market sales but conversions/cancellations of shares and restricted stock units under a merger agreement—common in takeovers where equity awards are cashed out. Such issuer-directed dispositions reflect the deal terms (fixed cash per share) rather than a trading decision by the insider.