4//SEC Filing
Doyle Michael John 4
Accession 0001193805-25-001049
CIK 0000749660other
Filed
Jul 16, 8:00 PM ET
Accepted
Jul 17, 9:00 PM ET
Size
15.2 KB
Accession
0001193805-25-001049
Insider Transaction Report
Form 4
ICAD INCICAD
Doyle Michael John
Director
Transactions
- Disposition to Issuer
Common Stock
2025-07-17−52→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2025-07-17−40,000→ 0 totalExercise: $1.54→ Common Stock (40,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2025-07-17−30,000→ 0 totalExercise: $2.06→ Common Stock (30,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2025-07-17−9,874→ 0 totalExercise: $1.52→ Common Stock (9,874 underlying) - Disposition to Issuer
Stock Option (right to buy)
2025-07-17−7,482→ 0 totalExercise: $3.69→ Common Stock (7,482 underlying)
Footnotes (3)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 15, 2025 (the "Merger Agreement"), by and among the Issuer, RadNet, Inc., a Delaware corporation ("RadNet"), and Trio Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of RadNet (Merger Sub"), pursuant to which, among other things, Merger Sub merged with and into the Issuer (the "Merger") on July 17, 2025 (the "Effective Time").
- [F2]At the Effective Time, each issued and outstanding share of common stock of the Issuer ("iCAD Stock") was automatically canceled and retired, and was converted into the right to receive 0.0677 shares (the "Exchange Ratio") of common stock of RadNet ("RadNet Stock"), and, if applicable, cash in lieu of fractional shares.
- [F3]At the Effective Time, each option to purchase shares of iCAD Stock (whether or not vested or exercisable) outstanding and unexercised immediately prior to the Effective Time with an exercise price of less than $7.20 (each, an "Eligible iCAD Option") was assumed by RadNet and converted into an option (i) to purchase a number of shares of RadNet Stock equal to the product of (1) the number of shares of iCAD Stock subject to such Eligible iCAD Option immediately prior to the Effective Time and (2) the Exchange Ratio, rounded down to the nearest whole number, and (ii) with an exercise price equal to (1) the exercise price per share of iCAD Stock of such Eligible iCAD Option immediately prior to the Effective Time, divided by (2) the Exchange Ratio, rounded up to the nearest cent. Each outstanding and unexercised iCAD option that was not an Eligible iCAD Option terminated and ceased to be outstanding as of the Effective Time without any consideration payable for such option.
Documents
Issuer
ICAD INC
CIK 0000749660
Entity typeother
Related Parties
1- filerCIK 0002007395
Filing Metadata
- Form type
- 4
- Filed
- Jul 16, 8:00 PM ET
- Accepted
- Jul 17, 9:00 PM ET
- Size
- 15.2 KB