Pollock Ryan 4

What Happened

• Ryan Pollock, a director of Urgent.ly, reported dispositions totaling 9,111 shares related to the company's acquisition by Agero. On 2026-04-25 he tendered 7,885 shares in the change-of-control process, and on 2026-04-28 1,226 shares (RSUs) were cancelled and paid out. Under the merger terms each share was exchanged for $5.50 in cash, so the combined cash value is approximately $50,111. These were merger-related dispositions (not open-market sales).

Key Details

• Transaction dates and price: 2026-04-25 (disposition in change of control) and 2026-04-28 (disposition to issuer for RSUs); Offer Price = $5.50 per share (per Merger Agreement).
• Shares disposed: 7,885 (4/25) + 1,226 (4/28) = 9,111 shares; approximate proceeds = $50,110.50 (~$50,111).
• Shares owned after transaction: Form 4 does not report a remaining open position; the dispositions were part of the tender/merger process and RSUs were cashed out at closing.
• Notable footnotes:
  • Merger Agreement with Agero, Inc.; Purchaser completed tender offer and merged effective 4/28/2026 (F2).
  • Each share tendered or underlying each RSU was paid $5.50 in cash (F3, F6).
  • The RSUs accelerated and were cancelled in exchange for cash at the Offer Price (F4, F6).
  • Administrative corrections noted: certain small share counts were inadvertently included/excluded in prior reports (F1, F5).
• Filing timeliness: Form 4 filed 2026-04-28 reporting transactions on 4/25 and 4/28; no late filing is indicated.

Context

• These dispositions arise from a change of control and the merger/tender offer, not routine open-market selling. RSUs accelerated and were cashed out at the deal price, so the transactions reflect merger consideration rather than a director signaling buy/sell sentiment.