4//SEC Filing
Zelenka Janet 4
Accession 0001415889-24-026018
CIK 0000861878other
Filed
Nov 3, 7:00 PM ET
Accepted
Nov 4, 5:02 PM ET
Size
13.2 KB
Accession
0001415889-24-026018
Insider Transaction Report
Form 4
STERICYCLE INCSRCL
Zelenka Janet
EVP, Chief Financial Officer
Transactions
- Disposition to Issuer
Common Stock
2024-11-04$62.00/sh−52,310$3,243,220→ 0 total - Disposition to Issuer
Restricted Stock Units
2024-11-04$62.00/sh−41,236$2,556,632→ 0 total→ Common Stock (41,236 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2024-11-04$15.04/sh−24,488$368,300→ 0 totalExercise: $46.96Exp: 2027-07-01→ Common Stock (24,488 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2024-11-04$62.00/sh−73,231$4,540,322→ 0 total→ Common Stock (73,231 underlying)
Footnotes (6)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of June 3, 2024 (the "Merger Agreement"), by and among Stericycle, Inc. (the "Company"), Waste Management, Inc. and Stag Merger Sub Inc., at the effective time (the "Effective Time") of the merger of Stag Merger Sub Inc. with and into the Company, which Effective Time occurred on November 4, 2024, each outstanding share of Company common stock was converted into the right to receive $62.00 per share in cash, without interest.
- [F2]This stock option was fully vested immediately prior to the Effective Time. Pursuant to the Merger Agreement, at the Effective Time, each Company stock option that was fully vested and outstanding immediately prior to the Effective Time was canceled and converted into the right to receive (without interest) an amount of cash equal to the product of (i) the number of shares underlying the stock option multiplied by (ii) the excess, if any, of $62.00 over the exercise price of such stock option.
- [F3]Each restricted stock unit ("RSU") represents the right to receive, at settlement, one share of common stock.
- [F4]Represents unvested RSUs that, pursuant to the Merger Agreement, at the Effective Time, were canceled and converted into the right to receive (without interest) an amount in cash equal to the number of RSUs multiplied by $62.00.
- [F5]Each performance-based restricted stock unit ("PRSU") represents the right to receive, at settlement, one share of common stock.
- [F6]Represents PRSUs with performance periods that had not ended prior to the Effective Time. Pursuant to the Merger Agreement, at the Effective Time, these PRSUs were canceled and converted into the right to receive (without interest) an amount in cash equal to the target number of PRSUs multiplied by $62.00.
Documents
Issuer
STERICYCLE INC
CIK 0000861878
Entity typeother
Related Parties
1- filerCIK 0001640164
Filing Metadata
- Form type
- 4
- Filed
- Nov 3, 7:00 PM ET
- Accepted
- Nov 4, 5:02 PM ET
- Size
- 13.2 KB