4//SEC Filing
Hoppe Scott 4
Accession 0001213900-24-028874
CIK 0001642453other
Filed
Mar 31, 8:00 PM ET
Accepted
Apr 1, 5:09 PM ET
Size
11.3 KB
Accession
0001213900-24-028874
Insider Transaction Report
Form 4
Daseke, Inc.DSKE
Hoppe Scott
EVP and COO
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2024-04-01−25,000→ 0 totalExercise: $9.98Exp: 2027-02-27→ Common Stock (25,000 underlying) - Disposition to Issuer
Common Stock
2024-04-01$8.30/sh−89,565$743,390→ 0 total - Disposition to Issuer
Restricted Stock Unit
2024-04-01−50,000→ 0 total→ Common Stock (50,000 underlying)
Footnotes (6)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of December 22, 2023 (the "Merger Agreement"), by and among the Issuer, TFI International Inc., a corporation incorporated pursuant to the Canada Business Corporations Act ("Parent"), and Diocletian MergerCo, Inc., a Delaware corporation and an indirect, wholly owned subsidiary of Parent ("Acquisition Sub"), Acquisition Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as an indirect, wholly owned subsidiary of Parent.
- [F2]At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of common stock, par value $0.0001 per share, of the Issuer ("common stock") that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive $8.30 in cash (the "Merger Consideration"), without interest and less any applicable withholding taxes.
- [F3]At the Effective Time, pursuant to the Merger Agreement, this option, which provided for vesting in five equal annual installments beginning February 27, 2018, was automatically canceled for no consideration because the exercise price of the option exceeded the Merger Consideration.
- [F4]Prior to the Effective Time, each restricted stock unit ("RSU") represented a contingent right to receive one share of common stock.
- [F5]On August 18, 2023, the Reporting Person received 50,000 RSUs (16,665 of which are scheduled to vest on July 1, 2024; 16,665 of which are scheduled to vest on March 1, 2025; and 16,670 of which are scheduled to vest on March 1, 2026).
- [F6]At the Effective Time, pursuant to the Merger Agreement, each of the Reporting Person's unvested RSUs was converted into a time-based restricted stock unit of Parent, based on the exchange ratio specified in the Merger Agreement, with the same terms applicable to such RSU immediately prior to the Effective Time.
Documents
Issuer
Daseke, Inc.
CIK 0001642453
Entity typeother
Related Parties
1- filerCIK 0001979525
Filing Metadata
- Form type
- 4
- Filed
- Mar 31, 8:00 PM ET
- Accepted
- Apr 1, 5:09 PM ET
- Size
- 11.3 KB