4//SEC Filing
Kohlheim Angela 4
Accession 0001415889-24-027448
CIK 0000858655other
Filed
Nov 20, 7:00 PM ET
Accepted
Nov 21, 5:19 PM ET
Size
11.1 KB
Accession
0001415889-24-027448
Insider Transaction Report
Form 4
Kohlheim Angela
GENERAL COUNSEL
Transactions
- Disposition to Issuer
Common Stock
2024-11-21−2,775→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2024-11-21−1,200→ 0 totalExercise: $53.27→ Common Stock (1,200 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2024-11-21−2,225→ 0 totalExercise: $48.63→ Common Stock (2,225 underlying)
Footnotes (3)
- [F1]On November 21, 2024, pursuant to the Agreement and Plan of Merger, dated as of February 4, 2024, by and among North American Stainless, Inc. ("Parent"), Warhol Merger Sub, Inc. ("Merger Sub"), Haynes International, Inc. (the "Company"), and solely for the purposes of Section 9.14, Acerinox, S.A., Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger, each share of Company common stock issued and outstanding as of immediately prior to the effective time of the Merger was converted into the right to receive cash in an amount equal to $61.00, without interest.
- [F2]All of the reported shares are shares of restricted stock held by the reporting person as of immediately prior to the effective time of the Merger. At the effective time of the Merger, each award of Company restricted stock outstanding as of immediately prior to the effective time was cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the sum of (i) the product of (A) the per share price of $61.00 and (B) the total number of shares of Company common stock subject to such award of Company restricted stock as of immediately prior to the effective time plus (ii) the amount of any accrued but unpaid dividends with respect to such award of Company restricted stock.
- [F3]At the effective time, each Company option outstanding as of immediately prior to the effective time with an exercise price per share less than the per share price of $61.00, whether vested or unvested, was cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (i) the number of shares of Company common stock subject to the Company option as of immediately prior to the effective time and (ii) the excess of the per share price of $61.00 over the exercise price per share of such Company option.
Documents
Issuer
HAYNES INTERNATIONAL INC
CIK 0000858655
Entity typeother
Related Parties
1- filerCIK 0001964007
Filing Metadata
- Form type
- 4
- Filed
- Nov 20, 7:00 PM ET
- Accepted
- Nov 21, 5:19 PM ET
- Size
- 11.1 KB