Sawhney Inderpreet 4/A

What Happened
Inderpreet Sawhney, a Hillenbrand director, reported dispositions on Feb 10, 2026 related to the company’s merger. The filing shows (1) 587 shares of common stock disposed to the issuer and (2) 16,901 derivative units (restricted stock units) cancelled for cash. Under the merger terms, each share (and each RSU) was converted into the right to receive $32.00 in cash, so the transactions represent approximately $18,784 (587 × $32) and $540,832 (16,901 × $32), respectively — about $559,616 total.

Key Details

• Transaction date: February 10, 2026 (Effective Time of the merger).
• Consideration: $32.00 per share (Merger Consideration); filing shows price as N/A because shares/RSUs were converted in the merger.
• Shares/units: 587 common shares disposed; 16,901 RSUs (derivative) cancelled for cash.
• Estimated cash received: ~$18,784 (common) + ~$540,832 (RSUs) = ~$559,616 total (before any withholding taxes).
• Filing: Amended Form 4 filed Feb 12, 2026 to withdraw an earlier incorrect Form 4 filed on Feb 10. The amendment corrects the record; the filing does not indicate a late reporting issue.
• Post-transaction holdings: The Merger converted outstanding common shares and RSUs into cash; the Form 4 does not list remaining holdings after conversion.

Context
These dispositions were not open-market sales but cash-outs under Hillenbrand’s merger agreement (Merger Sub merged into Hillenbrand and each outstanding share/RSU was converted into the right to receive $32 cash). Derivative units (time-vesting or previously granted RSUs) were cancelled and paid in cash per the merger terms, less required tax withholding. This is a corporate-transaction driven disposition rather than a voluntary sale by the insider.