Bauer Elizabeth A 4
Research Summary
AI-generated summary
CSG Systems (CSGS) EVP Elizabeth Bauer Sells 101,859 Shares
What Happened
- Elizabeth A. Bauer, EVP & Chief Experience Officer of CSG Systems (CSGS), had 101,859 shares converted into cash at $80.70 per share on May 14, 2026, for proceeds of $8,220,021 (Disposition to the issuer under the merger). This was not an open-market sale but a cash-out under the company’s merger agreement.
Key Details
- Transaction date and price: May 14, 2026 — 101,859 shares @ $80.70 = $8,220,021.
- Filing date: Form 4 filed May 18, 2026 (transaction reported 4 days after the event; Form 4s are typically due within two business days).
- Nature of transaction: Disposition to the issuer in connection with the Agreement and Plan of Merger (CSG was acquired by NEC/merger sub).
- Included awards: The amount includes 20,225 restricted stock awards (RSAs) and 17,484 performance-based restricted stock awards (PSAs). Per the filing, each share and unvested RSA/PSA was converted into the right to receive $80.70 in cash, less applicable withholdings.
- Treatment of unvested awards: Payments with respect to unvested RSAs/PSAs remain subject to vesting conditions on substantially the same terms as before the merger, except as rendered inoperative by the merger.
Context
- This transaction reflects a merger cash-out (each share converted into cash per the merger agreement), not a discretionary open-market sale by the insider. It therefore reflects corporate action (the NEC acquisition) rather than a personal trading decision.