Valete James E. 4
Research Summary
AI-generated summary
First Savings (FSFG) EVP James E. Valete Sells Shares
What Happened
James E. Valete, EVP and Chief SBA Lending Officer of First Savings Financial Group, disposed of 8,307 issued shares and 653 derivative shares on February 1, 2026. These were "dispositions to the issuer" related to the merger with First Merchants Corporation; per the filing the common shares were converted into First Merchants stock (or cash in lieu of fractional shares). The derivative holdings (an option) were canceled in the merger and settled for cash based on the merger consideration (see footnotes). Specific per‑share prices for the common‑share conversion are not listed in the Form 4 (marked N/A); the option cash equivalent used in the cancellation was $32.5876 per share gross, with the option payout equal to (shares exercisable) × (32.5876 − option exercise price), net of tax withholdings.
Key Details
- Transaction date: February 1, 2026. Form 4 filed February 9, 2026 (appears to be a late filing under the usual two‑business‑day rule).
- Reported dispositions: 8,307 shares (common stock) and 653 derivative shares (option). Prices for the common‑share conversion shown as N/A in the filing.
- Shares owned after the transactions: not specified in the supplied filing excerpt.
- Footnotes:
- F1: Each issued & outstanding FSFG share was converted into the right to receive 0.85 shares of First Merchants common stock (cash in lieu for fractional shares).
- F2: The option was canceled in the merger and cashed out based on $32.5876 per‑share merger consideration less the option exercise price, minus applicable tax withholdings.
- Nature of transaction: Merger‑related disposition/cash settlement — not an open‑market sale.
Context
These transactions were driven by the merger agreement (corporate action) rather than an open‑market trade by the insider. For the derivative portion, the option was not exercised and held — it was canceled and settled for cash as part of the merger consideration. Such merger settlements are routine corporate events and should not be read as an independent endorsement or rejection of the company’s prospects.