NOVICH NEIL S 4

What Happened Neil S. Novich, a director of Hillenbrand, Inc. (HI), had a disposition of 67,968 derivative shares on Feb 10, 2026. The shares were converted to cash in connection with Hillenbrand’s merger; each share was paid $32.00, yielding approximately $2,174,976 in cash (before any required tax withholding).

Key Details

• Transaction date: 2026-02-10 (reported on same date).
• Transaction type/code: Disposition to issuer (D) — derivative securities (company restricted stock units) were cancelled for cash in the merger.
• Price / consideration: $32.00 per share (Merger Consideration); total ≈ $2,174,976.
• Shares disposed: 67,968.
• Shares owned after transaction: not specified in the filing; the cancelled restricted stock units no longer remain outstanding.
• Footnotes: Merger Agreement (Oct 14, 2025) converted outstanding common stock into $32.00 cash per share (F1). Time-vesting and vested restricted stock units were cancelled for cash equal to the number of shares times $32.00, less required withholding (F2).
• Filing timeliness: Reported for the transaction date; no late filing indicated.

Context This was not an open-market sale or an exercise of options: it was a corporate transaction payment tied to Hillenbrand’s merger (Merger Sub merged into the issuer, and the issuer became a wholly owned subsidiary of the buyer). For retail investors, such merger-driven dispositions reflect deal terms, not necessarily the insider’s personal decision to sell.