CANTALOUPE, INC.·4

May 8, 4:27 PM ET

Novoseletsky Anna Rose 4

Research Summary

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Cantaloupe (CTLP) Chief Legal Officer Sells 128,754 Shares in Merger

What Happened

  • Anna Rose Novoseletsky, Chief Legal Officer of Cantaloupe, disposed of a total of 128,754 securities in connection with the company's merger effective May 8, 2026. That includes 9,466 and 19,288 shares of common stock (total 28,754 common shares) and a derivative disposition of 100,000 units.
  • Under the merger, each canceled common share and any restricted stock unit (RSU) was converted into the right to receive $11.20 in cash (the "Merger Consideration"). The 28,754 common shares therefore generated $322,044.80 in merger cash. The 100,000 derivative units were canceled and converted per the merger terms (see Key Details); if those units were RSUs they would have generated $1,120,000, making a combined total of $1,442,044.80.

Key Details

  • Transaction date: 2026-05-08 (Effective time of the merger).
  • Price/consideration: Merger Consideration = $11.20 per share for common stock and RSUs. In-the-money options (if any) were cashed out for the difference between $11.20 and the option strike; out-of-the-money options were canceled without payment (see footnotes).
  • Shares reported disposed: 9,466; 19,288; and 100,000 (derivative).
  • Shares owned after the transaction: Not reported on this Form 4.
  • Footnotes: Dispositions occurred under the Agreement and Plan of Merger dated June 15, 2025. RSUs vested and were cash-settled at $11.20/share; in‑the‑money options (if applicable) were settled for the spread per the merger agreement.
  • Filing timeliness: Reported for the merger effective date (no late filing flag indicated).

Context

  • These were not open‑market sales but cash settlements required by the company’s merger agreement—common shares and equity awards were canceled and converted into cash at the deal terms. Such merger-driven conversions are routine and reflect deal mechanics rather than a typical insider buy/sell signal.
  • For derivative transactions: RSUs receive the full Merger Consideration per share; options that were in the money are settled for the spread (Merger Consideration minus strike).