4//SEC Filing
Eamigh Kevin 4
Accession 0001641991-22-000049
CIK 0001641991other
Filed
Apr 4, 8:00 PM ET
Accepted
Apr 5, 4:09 PM ET
Size
13.3 KB
Accession
0001641991-22-000049
Insider Transaction Report
Form 4
SPX FLOW, Inc.FLOW
Eamigh Kevin
CIO and VP, Global Bus. Serv.
Transactions
- Disposition to Issuer
Common Stock
2022-04-05$86.50/sh−14,719$1,273,194→ 0 total - Disposition to Issuer
Common Stock
2022-04-05$86.50/sh−1,220$105,530→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Restricted Stock Unit
2022-04-05−2,073→ 0 totalExercise: $0.00→ Common Stock (2,073 underlying) - Disposition to Issuer
Restricted Stock Unit
2022-04-05−2,207→ 0 totalExercise: $0.00→ Common Stock (2,207 underlying) - Other
Common Stock
2022-04-05−28,243→ 14,719 total
Footnotes (5)
- [F1]Pursuant to that certain Contribution Agreement by and between Reporting Person and LSF11 Redwood Acquisitions, LLC, a Delaware limited liability company ("Parent"), dated as of April 5, 2022, Reporting Person rolled over 28,243 shares of common stock in exchange for equity interests in an affiliate of Parent having an aggregate value of $2,443,019.50.
- [F2]Disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement") dated as of December 12, 2021, by and among the Company, Parent, and Redwood Star Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, in exchange for a cash payment of $86.50 per share.
- [F3]The restricted stock units were originally scheduled to vest in three equal annual installments beginning on February 27, 2021. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the Issuer's Board of Directors on December 20, 2021, in connection with the Merger Agreement.
- [F4]Pursuant to the terms of the Merger Agreement, upon consummation of the transactions contemplated thereby, each Restricted Stock Unit was automatically canceled and converted into the right to receive an amount in cash, without interest and less applicable taxes, equal to (1) the total number of shares of common stock subject to such Restricted Stock Unit multiplied by (2) $86.50.
- [F5]The restricted stock units were originally scheduled to vest in three equal annual installments beginning on February 24, 2022. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the Issuer's Board of Directors on December 20, 2021, in connection with the Merger Agreement.
Documents
Issuer
SPX FLOW, Inc.
CIK 0001641991
Entity typeother
Related Parties
1- filerCIK 0001649976
Filing Metadata
- Form type
- 4
- Filed
- Apr 4, 8:00 PM ET
- Accepted
- Apr 5, 4:09 PM ET
- Size
- 13.3 KB