|8-KFeb 6, 8:25 AM ET

CRAWFORD UNITED Corp 8-K

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CRAWFORD UNITED Corp Completes Merger; $83.86360/Share Cash Consideration

What Happened CRAWFORD UNITED Corp announced the closing of the merger contemplated by the Merger Agreement (filed as Exhibit 2.1 to its Dec. 8, 2025 8‑K). At the Effective Time, each outstanding Class A and Class B common share (other than shares owned by the company, certain affiliates or valid dissenters) was converted into the right to receive cash consideration of $83.86360 per share (the “Merger Consideration”), subject to adjustments for satisfaction of indebtedness, payment of expenses and required tax withholdings. All outstanding restricted stock awards became fully vested and their underlying shares were entitled to the same cash consideration.

Key Details

  • Cash consideration: $83.86360 per Company common share, no interest, subject to customary withholding and adjustments for indebtedness/expenses.
  • Restricted awards: All outstanding restricted stock awards fully vested at the Effective Time and holders are entitled to Merger Consideration.
  • Board change: Amb. Edward F. Crawford, Matthew V. Crawford, Luis E. Jimenez, Brian E. Powers, Steven H. Rosen, Kirin M. Smith, and James W. Wert resigned effective at the Effective Time; Daniel Whitman was appointed sole director.
  • Governing documents: The company’s articles of incorporation and regulations were each amended and restated effective at the Effective Time (filed as Exhibits 3.1 and 3.2).

Why It Matters This 8‑K confirms the company has completed a change of control transaction that pays shareholders a fixed cash price and replaces the existing board with a single director, and it amends the company’s charter and regulations. For investors, the filing signals that public shareholders have been cashed out at the stated per‑share price, restricted‑stock holders received immediate vesting and cash, and governance and control of the company have materially changed as a result of the merger.