Venkatesan Ravi 4

What Happened

• Cantaloupe CEO Venkatesan Ravi disposed of a total of 1,493,118 securities on 2026-05-08 as part of the company’s merger. The dispositions include two common-stock lots (149,727 and 43,391 shares) and three derivative lots (800,000; 300,000; 200,000) representing RSUs and/or options. Per the Merger Agreement, each share/RSU/eligible option was converted to the Merger Consideration of $11.20 per share, resulting in about $16.7 million in cash proceeds. These were dispositions to the issuer (code D) and not open-market sales.

Key Details

• Transaction date: 2026-05-08 (Effective Time of the Merger)
• Per-share consideration: $11.20 (Merger Consideration); total ≈ $16,722,922
• Shares/units disposed: 1,493,118 total (149,727; 43,391; 800,000; 300,000; 200,000)
• Nature of securities: Two entries were common stock; three were derivative securities (RSUs and/or options) converted/cashed out per the Merger Agreement
• Post-transaction holdings: The reported securities were canceled/converted under the merger (i.e., the affected shares/units were cashed out)
• Footnotes: RSUs vested and were converted into cash; in‑the‑money options were cashed out for the difference between $11.20 and their exercise price; options at or above $11.20 would be canceled without consideration
• Timeliness: Form 4 filed reporting transactions with the Effective Time date (no late filing indicated)

Context

• These dispositions were automatic cash‑outs under the Merger Agreement (not voluntary open‑market sales). For RSUs and in‑the‑money options, the agreement treated outstanding awards as vested and converted to cash; some options were net‑settled for their intrinsic value. Such merger-related cash‑outs are transactional and do not necessarily signal the insider’s view of future company prospects.