Pullin Dennis W 4

What Happened

• Dennis W. Pullin, a director of Hillenbrand, Inc. (HI), had 14,361 restricted stock units (derivative awards) disposed of to the issuer on Feb 10, 2026.
• Per the merger agreement, each RSU was converted into the right to receive $32.00 in cash, resulting in aggregate consideration of $459,552 (before/less any required tax withholdings). This was a disposition to the issuer (derivative cancellation), not an open-market sale.

Key Details

• Transaction date: 2026-02-10. Price/consideration: $32.00 per share; total ≈ $459,552.
• Transaction type/code: Disposition to issuer of derivative awards (D); RSUs cancelled for cash under the merger.
• Shares/certificates after transaction: Not specified in the Form 4 filing (the reported RSUs were cancelled).
• Footnotes: F1 describes the merger (Merger Sub merged into Hillenbrand; each share converted to $32 cash). F2 explains that time-vesting and vested RSUs were cancelled for cash equal to number of shares × $32, less withholding.
• Filing timeliness: Reported on 2026-02-10 (same-day report), indicating a timely filing.

Context

• This was a merger-related cash-out of equity awards under the Merger Agreement, not a discretionary open-market trade by the insider. Such cancellations are routine in acquisitions and reflect the deal terms rather than a trading decision by the director.