Malhari Anna 4

What Happened
Malhari Anna, Chief Operating Officer of Veris Residential, reported dispositions on May 27, 2026 tied to the company’s merger. A total of 306,441 shares were cancelled and converted into cash under the Merger Agreement at $19.00 per share, generating roughly $5,822,379 before withholding taxes. The filing shows (i) 136,240 shares disposed (common stock), (ii) 136,508 performance-vesting RSUs (PRSUs) converted to cash, and (iii) 33,693 outperformance-vesting RSUs (OPRSUs) converted to cash.

Key Details

• Transaction date: May 27, 2026 (Effective Time of the Merger). Consideration: $19.00 per share.
• Total shares converted/cancelled: 306,441. Approximate gross proceeds: $5,822,379 (less applicable withholding taxes).
• Shares owned after transaction: effectively zero — reporting person’s shares were cancelled and converted under the Merger Agreement.
• Derivative/award treatment: unvested time-vesting RSUs (TRSUs), PRSUs and OPRSUs vested or became payable per the Merger Agreement and were converted to cash (footnotes detail vested vs. forfeited amounts). Some PRSUs/OPRSUs did not vest and were forfeited for no consideration.
• Filing timing: Form 4 filed on the same date as the transaction (May 27, 2026), i.e., timely.

Context
This was not an open-market sale but a merger cash-out: under the Merger Agreement each share and certain RSU awards were cancelled and exchanged for $19.00 per share (plus any accumulated dividend equivalents where applicable), with taxes withheld as required. For retail investors, these dispositions reflect deal consideration rather than a voluntary insider sale; derivative awards (PRSUs/OPRSUs/TRSUs) were treated according to the merger terms — some vested and paid out, others were forfeited.