Lindeman Bruce John 4

What Happened

• Bruce Lindeman, CEO of Calavo Growers (CVGW), disposed of Calavo common stock and converted/cancelled equity awards pursuant to the Mission Produce merger on May 28, 2026. Transactions reported:
  • 24,556 shares of Calavo common stock converted into the merger consideration (converted into Mission shares + cash in lieu of fractional shares); filing treats this disposition as N/A for per‑share cash but is equivalent to about $27.69 per share (≈ $679,956).
  • Cancellation/conversion of a deferred RSU for 2,200 shares for $27.69/share = $60,918.
  • Cancellation/conversion of a stock option position for 10,000 underlying shares yielding $1.85/share = $18,500.
  • Cancellation/conversion of a stock option position for 100,000 underlying shares yielding $7.36/share = $736,000.
• Combined cash/consideration from the reported derivative conversions and option cancellations is roughly $815,418 in cash plus roughly $679,956 of merger consideration for the converted common shares — about $1.5 million in total consideration (approximate).

Key Details

• Transaction date: May 28, 2026 (filing dated May 28, 2026).
• Reported disposition codes: D (disposition to issuer) — conversions and cancellations in connection with the Merger Agreement.
• Per‑share merger consideration value referenced in filing: $27.69.
• Footnote highlights:
  • F1: Each Calavo share converted into 0.9790 Mission Produce shares plus $14.85 cash (overall merger consideration equals $27.69/share).
  • F2–F4: Deferred RSUs and outstanding options were cancelled/converted into cash amounts equal to the applicable number of shares times the $27.69 consideration (or the excess over option exercise price for options), without interest, less any applicable tax withholding.
  • F3–F6: Vesting schedules and prior vesting dates for related RSUs and options are noted in the filing (some RSUs had previously vested and some option tranches vested or vest over multi‑year schedules).
• Shares owned after the transaction: not specified in the provided summary of the filing.
• Filing timeliness: Filed same day as transactions in the reported Form 4; no late filing indicated.

Context

• These were not open‑market sales but mandatory/contractual conversions and cashouts tied to the approved Merger Agreement with Mission Produce — common when a company is acquired. The RSUs and options were cancelled and converted into cash (or merger consideration), so this is effectively a cash settlement of equity awards rather than an insider choosing to sell on the open market.