Tompkins Mark N. 4

What Happened

• Mark N. Tompkins, identified in the filing as a former director and former 10% owner of Matternet, voluntarily surrendered and cancelled 5,125,000 shares of Matternet common stock on May 22, 2026. The transaction is reported as an "Other acquisition or disposition (J)" with a reported price of $0.00 and total consideration $0, indicating the shares were cancelled for no cash proceeds.
• The surrender occurred as a condition of an Agreement and Plan of Merger and Reorganization dated May 22, 2026. The filing also states Tompkins resigned as a director upon consummation of the merger.

Key Details

• Transaction date: May 22, 2026
• Transaction type/code: Other disposition (J) — voluntary surrender/cancellation
• Shares affected: 5,125,000 common shares
• Price / total value: $0.00 / $0 (cancelled for no consideration)
• Shares owned after transaction: Not specified in the Form 4; the filing describes Tompkins as a former director and former 10% owner
• Footnote: Surrender and cancellation were made pursuant to the merger agreement and a stock cancellation agreement (see footnote in filing)
• Filing timeliness: Report filed May 27, 2026 (Form 4s are generally due within two business days of the transaction), so this filing was submitted several days after the transaction

Context

• This was not an open-market sale or purchase but a contractual cancellation of shares required by the merger terms, so it should not be read as an independent buy/sell signal about the insider's view of the stock.
• The cancellation and the director resignation were merger-related corporate actions; such filings often reflect deal mechanics rather than voluntary trading decisions by the insider.