Home/Filings/4/0001437749-25-012058
4//SEC Filing

Dominick Jeffrey A. 4

Accession 0001437749-25-012058

CIK 0000894081other

Filed

Apr 14, 8:00 PM ET

Accepted

Apr 15, 4:22 PM ET

Size

10.1 KB

Accession

0001437749-25-012058

Insider Transaction Report

Form 4
Period: 2025-04-11
Transactions
  • Disposition to Issuer

    Common Stock

    2025-04-11$22.50/sh53,133$1,195,49333,159 total
  • Disposition to Issuer

    Common Stock

    2025-04-11$22.50/sh33,159$746,0780 total
  • Disposition to Issuer

    Common Stock

    2025-04-11$22.50/sh1,500$33,7500 total(indirect: Fidelity Managed Advisory Account)
Footnotes (4)
  • [F1]Represents securities disposed of under the Agreement and Plan of Merger by and between Air Transport Services Group, Inc. ("Company"), Stonepeak Nile Parent LLC, a Delaware limited liability company ("Parent") and Stonepeak Nile MergerCo Inc., a Delaware corporation and wholly-owned subsidiary of Parent, dated as of November 3, 2024 (the "Merger Agreement"). At the effective time of the merger contemplated by the Merger Agreement (the "Effective Time"), each issued and outstanding share of common stock of the Company ("Share") was cancelled and converted into the right to receive $22.50 in cash (the "Merger Consideration"), without interest thereon.
  • [F2]These shares were purchased by Westview Investment Advisors, which oversees a Fidelity Managed Advisory Account for the benefit of Amy Stepnowski and Jeffrey Dominick on a fully discretionary basis. While Ms. Stepnowski and Mr. Dominick are removed from any and all investment activity and management of this account, Mr. Dominick has notified the Company of the Westview Investment Advisors purchase of these shares through Fidelity Investment Management.
  • [F3]Includes Shares subject to time-based vesting conditions ("Company Restricted Stock") that were granted prior to the date of the Merger Agreement and disposed of under the Merger Agreement. Each Share of Company Restricted Stock granted prior to the date of the Merger Agreement fully vested, with the holder of such Company Restricted Stock becoming entitled to receive a lump-sum cash payment, without interest, equal to the product, rounded to the nearest cent, of (i) the number of Shares subject to such Company Restricted Stock award immediately prior to the Effective Time and (ii) the Merger Consideration.
  • [F4]Represents Company Restricted Stock granted after the date of the Merger Agreement and prior to the Effective Time. Each such Share of Company Restricted Stock granted following the date of the Merger Agreement and prior to the Effective Time was converted into the right to receive a cash payment equal to the Merger Consideration upon vesting on December 18, 2027 or earlier based on certain qualifying termination events.

Issuer

Air Transport Services Group, Inc.

CIK 0000894081

Entity typeother

Related Parties

1
  • filerCIK 0001428731

Filing Metadata

Form type
4
Filed
Apr 14, 8:00 PM ET
Accepted
Apr 15, 4:22 PM ET
Size
10.1 KB