Dozier Ann 4
Research Summary
AI-generated summary
NEW ROY HOLDCO (GDEN) Director Ann Dozier Sells Shares
What Happened
Ann Dozier, a director of New Roy Holdco I Inc. (GDEN), disposed of shares that resulted from the accelerated vesting of RSUs tied to the company’s merger. On 2026-04-29 she converted/exercised 5,643 RSUs (reported as derivative exercise at $0.00) and those 5,643 shares were disposed to the issuer at $28.55 each for proceeds of $161,108. On 2026-04-30 she disposed an additional 51,556 shares to the issuer as part of the reorganization/merger consideration (exchange into VICI Properties Inc. shares and cash-in-lieu for fractions).
Key Details
- Transaction dates: 2026-04-29 (conversion/exercise and cash disposition), 2026-04-30 (disposition/exchange in merger).
- Prices/values reported: 5,643 shares disposed at $28.55 for $161,108; 51,556 shares exchanged to the issuer reported as N/A (value reflected by merger consideration).
- Shares owned after transaction: not disclosed in the Form 4 filing.
- Relevant footnotes:
- F1/F4 – RSUs accelerated and vested in full and were cash-settled per the Master Transaction Agreement; for Form 4 each RSU was treated as one share converted and then disposed for the closing stock price on the Equity Award Settlement Date.
- F2 – Shares were exchanged in the merger: each GDEN share converted into 0.902 shares of VICI Properties Inc., with cash paid for fractional shares.
- F3 – RSUs convert one-for-one into common stock upon vesting.
- Filing timeliness: Report period 2026-04-29; Form 4 filed 2026-04-30 — filed promptly.
Context
This was an accelerated vesting and settlement tied to a merger (not an open-market sale). The 5,643 RSUs were effectively exercised/converted and immediately settled for cash (cash settlement/cashless outcome). The larger 51,556-share disposition reflects the merger exchange into VICI Properties Inc. shares (per the Master Transaction Agreement) rather than a typical market-sale by the insider. These actions are transaction-driven by corporate agreements and should be read in that merger context.