CCC Intelligent Solutions: agrees to be acquired for $7.75 per share

What happened

• CCC Intelligent Solutions Holdings Inc filed an 8-K reporting that on Oct 14, 2026 it entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mozart Parent, LLC and Mozart Merger Sub (DE), Inc. Under the Merger Agreement, Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent.
• At the effective time of the merger, each outstanding share of Company common stock (other than specified exceptions) will be converted into the right to receive $7.75 per share in cash, without interest.

Key details

• The board of directors unanimously approved and recommended adoption of the Merger Agreement; stockholder approval by holders of a majority of outstanding shares is a closing condition.
• Treatment of equity awards: unexercised options, RSAs, RSUs and PSUs will be cancelled or converted into cash payments or restricted cash awards based on the $7.75 per share price, subject to applicable withholding and vesting terms; certain unvested awards remain subject to original vesting schedules with specified acceleration events within 24 months following the effective time.
• Financing: Parent and Merger Sub obtained equity commitment letters, a preferred equity commitment letter, and a debt commitment letter to fund the transaction; their obligations are not subject to a financing condition.
• Termination provisions and fees: either party may terminate prior to closing under specified circumstances; Company termination fee payable to Parent is $149,520,000 in specified cases and Parent termination fee payable to Company is $313,992,000 in specified cases.
• Rollover and support agreements: Chairman and CEO Githesh Ramamurthy and President Tim Welsh entered into Rollover and Support Agreements with Mozart Topco, LP to vote their shares in favor of the merger and, subject to terms, contribute shares to Topco for Topco equity.
• A joint press release announcing execution of the Merger Agreement was issued on Oct 15, 2026.

Why it may matter

• Item reported: Item 1.01 (entry into a material definitive agreement) covering the Merger Agreement that sets the merger structure, per share cash consideration, conditions to closing, equity award treatment, termination rights and fees, and related agreements; Item 7.01 (Regulation FD disclosure) covering the joint press release.
• This filing provides the terms of the proposed acquisition and related agreements as described above. This filing does not show why the insider traded or why the company acted.