Harris Ian Jiro 4

What Happened
Harris Ian Jiro, a director of Cantaloupe, Inc. (CTLP), reported dispositions on May 8, 2026 tied to the company’s merger. A total of 287,875 positions were converted/canceled: 168,718 shares of common stock and 19,157 RSUs were canceled and converted into $11.20 per share in cash (totaling $2,104,200), and 100,000 option-related units (reported as a derivative) were canceled and settled for cash per the merger terms. All dispositions occurred under the Merger Agreement; these were not open-market sales.

Key Details

• Transaction date: May 8, 2026; Form 4 filed May 11, 2026 (timely under Section 16 rules).
• Reported dispositions: 168,718 common shares + 19,157 RSUs (each paid $11.20/share = $2,104,200 total) + 100,000 derivative/option units (cash-out per merger formula).
• Total positions converted/canceled: 287,875. Aggregate cash for the option portion is not reported on the Form 4 because it depends on each option’s exercise price; the merger formula pays (Merger Consideration – option strike) per in‑the‑money option share.
• Holdings after transaction: the reported common shares, RSUs and affected options were canceled at the Effective Time of the merger, resulting in cash settlement rather than retained CTLP equity.
• Footnotes: filings note the dispositions were pursuant to the Merger Agreement (F1); common shares and RSUs were converted into $11.20 per share cash (F2, F3); in‑the‑money options were cashed out per the Merger Agreement formula (F4).

Context
This filing reflects a merger cash-out, not a market sale. Common stock and RSUs were converted at the fixed merger consideration ($11.20/share). For options, in‑the‑money awards were vested and settled for the difference between $11.20 and the option strike price; options at-or-above $11.20 would have been canceled without payment. Such merger-related dispositions are standard corporate transaction mechanics and do not necessarily indicate the insider’s market view.