|4Apr 11, 6:02 PM ET

Weber Tracey Drake 4

4 · Houghton Mifflin Harcourt Co · Filed Apr 11, 2022

Insider Transaction Report

Form 4
Period: 2022-04-07
Transactions
  • Disposition to Issuer

    Restricted Stock Unit

    2022-04-0711,0660 total
    Common Stock (11,066 underlying)
  • Disposition to Issuer

    Common Stock

    2022-04-0794,9540 total
Footnotes (3)
  • [F1]In connection with that certain Agreement and Plan of Merger by and among Houghton Mifflin Harcourt Company (the "Company"), Harbor Purchaser Inc., and Harbor Holding Corp., dated as of February 21, 2022 (the "Merger Agreement") and the related tender offer, the Reporting Person became entitled to receive, in respect of each share of the Company's common stock, an amount in cash equal to $21.00.
  • [F2]Each restricted stock unit ("RSU") represented the economic equivalent of one share of the Company's common stock.
  • [F3]Pursuant to the terms of the Merger Agreement, immediately prior to the Acceptance Time (as defined in the Merger Agreement), each RSU that was outstanding and unvested vested in full and was cancelled, and the Reporting Person became entitled to receive, in respect of each share of common stock subject to such RSU, an amount in cash equal to $21.00.

Documents

1 file
  • 4
    doc4.xmlPrimary

    FORM 4 SUBMISSION