AVNS · Avanos Medical, Inc.
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 3, 4 and 5. Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2026-07-27 | OLEARY PATRICK J |
Director |
Other↓
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. Pursuant to the Merger Agreement, these cash-settled restricted share units were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying: (i) the Merger Consideration by (ii) the number of shares of Common Stock subject to the restricted share unit award (less applicable tax withholdings). |
Restricted Share Units
|
12,003 |
| 2026-07-27 | Delgado Sigfrido |
SVP, Operations |
Other↓
Filing footnotes — Employee Stock Option (right to buy) (Direct)
Pursuant to the Merger Agreement, these stock options were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the excess of (A) the Merger Consideration minus (B) the exercise price payable in respect of each share of Common Stock subject to such stock option, by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive upon exercise if such stock option award had vested in full (less applicable tax withholdings). Company stock options with an exercise price per share that exceeds the Merger Consideration were canceled for no consideration, which cancelations are exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rules 16a-4(d) and 16b-6(d) thereunder. These options were originally scheduled to vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
37,520 |
| 2026-07-27 | Franchini Indrani Lall |
Director |
Other↓
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. Pursuant to the Merger Agreement, these cash-settled restricted share units were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying: (i) the Merger Consideration by (ii) the number of shares of Common Stock subject to the restricted share unit award (less applicable tax withholdings). |
Restricted Share Units
|
12,003 |
| 2026-07-27 | BLACKFORD GARY |
Director |
Other↓
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. Pursuant to the Merger Agreement, these cash-settled restricted share units were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying: (i) the Merger Consideration by (ii) the number of shares of Common Stock subject to the restricted share unit award (less applicable tax withholdings). |
Restricted Share Units
|
12,003 |
| 2026-07-27 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Other↓
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 127,534. |
Common Stock
|
96,121 |
| 2026-07-27 | BLACKFORD GARY |
Director |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. |
Common Stock
|
79,590 |
| 2026-07-27 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the Merger (the Effective Time), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. Includes 86,918 restricted stock units of the Company which were subject to only time-based vesting conditions (each, a Company TRSU). Pursuant to the Merger Agreement, these Company TRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive if such Company TRSUs had vested in full (less applicable tax withholdings) |
Common Stock
|
135,596 |
| 2026-07-27 | Pacitti David |
Chief Executive Officer |
Other↓
Filing footnotes — Employee Stock Option (right to buy) (Direct)
Pursuant to the Merger Agreement, these stock options were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the excess of (A) the Merger Consideration minus (B) the exercise price payable in respect of each share of Common Stock subject to such stock option, by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive upon exercise if such stock option award had vested in full (less applicable tax withholdings). Company stock options with an exercise price per share that exceeds the Merger Consideration were canceled for no consideration, which cancelations are exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rules 16a-4(d) and 16b-6(d) thereunder. These options were originally scheduled to vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
239,354 |
| 2026-07-27 | Egbuonu-Davis Lisa |
Director |
Other↓
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. Pursuant to the Merger Agreement, these cash-settled restricted share units were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying: (i) the Merger Consideration by (ii) the number of shares of Common Stock subject to the restricted share unit award (less applicable tax withholdings). |
Restricted Share Units
|
12,003 |
| 2026-07-27 | Delgado Sigfrido |
SVP, Operations |
Other↓
Filing footnotes — Employee Stock Option (right to buy) (Direct)
Pursuant to the Merger Agreement, these stock options were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the excess of (A) the Merger Consideration minus (B) the exercise price payable in respect of each share of Common Stock subject to such stock option, by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive upon exercise if such stock option award had vested in full (less applicable tax withholdings). Company stock options with an exercise price per share that exceeds the Merger Consideration were canceled for no consideration, which cancelations are exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rules 16a-4(d) and 16b-6(d) thereunder. These options were originally scheduled to vest 30% on March 7, 2026, 30% on March 7, 2027 and 40% on March 7, 2028. |
Employee Stock Option (right to buy)
|
21,914 |
| 2026-07-27 | Pacitti David |
Chief Executive Officer |
Other↓
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 754,331. |
Common Stock
|
444,730 |
| 2026-07-27 | OLEARY PATRICK J |
Director |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. |
Common Stock
|
54,640 |
| 2026-07-27 | Delgado Sigfrido |
SVP, Operations |
Other↓
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 72,282. |
Common Stock
|
54,886 |
| 2026-07-27 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 127,534. |
Common Stock
|
96,121 |
| 2026-07-27 | Pacitti David |
Chief Executive Officer |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the Merger (the Effective Time), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. Includes 270,774 restricted stock units of the Company which were subject to only time-based vesting conditions (each, a Company TRSU). Pursuant to the Merger Agreement, these Company TRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive if such Company TRSUs had vested in full (less applicable tax withholdings) |
Common Stock
|
322,194 |
| 2026-07-27 | BLACKFORD GARY |
Director |
Other↓
Filing footnotes — Common Stock (Indirect)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. These shares are held in trusts for the benefit of certain immediate family members of the Reporting Person. The Reporting Person is co-trustee of such trusts. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |
Common Stock
(I)
|
40,000 |
| 2026-07-27 | Shimer Julie Ann |
Director |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. |
Common Stock
|
50,090 |
| 2026-07-27 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Other↓
Filing footnotes — Employee Stock Option (right to buy) (Direct)
Pursuant to the Merger Agreement, these stock options were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the excess of (A) the Merger Consideration minus (B) the exercise price payable in respect of each share of Common Stock subject to such stock option, by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive upon exercise if such stock option award had vested in full (less applicable tax withholdings). Company stock options with an exercise price per share that exceeds the Merger Consideration were canceled for no consideration, which cancelations are exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rules 16a-4(d) and 16b-6(d) thereunder. These options were originally scheduled to vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
69,630 |
| 2026-07-27 | Delgado Sigfrido |
SVP, Operations |
Award↑
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 72,282. |
Common Stock
|
54,886 |
| 2026-07-27 | Franchini Indrani Lall |
Director |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. |
Common Stock
|
4,817 |
| 2026-07-27 | Delgado Sigfrido |
SVP, Operations |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the Merger (the Effective Time), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. Includes 40,335 restricted stock units of the Company which were subject to only time-based vesting conditions (each, a Company TRSU). Pursuant to the Merger Agreement, these Company TRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive if such Company TRSUs had vested in full (less applicable tax withholdings) |
Common Stock
|
55,741 |
| 2026-07-27 | Egbuonu-Davis Lisa |
Director |
Other↓
Filing footnotes — Common Stock (Direct)
Pursuant to the Agreement and Plan of Merger, dated as of April 13, 2026 (as it has been or may be amended, supplemented, waived or otherwise modified in accordance with its terms, the Merger Agreement), by and among the Issuer, A-AV Holdco I, Inc., a Delaware corporation, and A-AV MergerSub, Inc. (Parent), a Delaware corporation and a wholly-owned subsidiary of Parent, each share of the Issuer's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the effective time of the merger (the Merger), which occurred on July 27, 2026, was converted into and exchanged for the right to receive $25.00 per share in cash, without interest (the Merger Consideration), payable in accordance with the terms and subject to the conditions of the Merger Agreement. |
Common Stock
|
13,811 |
| 2026-07-27 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Other↓
Filing footnotes — Employee Stock Option (right to buy) (Direct)
Pursuant to the Merger Agreement, these stock options were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the excess of (A) the Merger Consideration minus (B) the exercise price payable in respect of each share of Common Stock subject to such stock option, by (ii) the number of shares of Common Stock the reporting person would have been entitled to receive upon exercise if such stock option award had vested in full (less applicable tax withholdings). Company stock options with an exercise price per share that exceeds the Merger Consideration were canceled for no consideration, which cancelations are exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rules 16a-4(d) and 16b-6(d) thereunder. These options were originally scheduled to vest 30% on March 7, 2026, 30% on March 7, 2027 and 40% on March 7, 2028. |
Employee Stock Option (right to buy)
|
21,038 |
| 2026-07-27 | Pacitti David |
Chief Executive Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents the deemed acquisition and disposition of Common Stock pursuant to restricted stock units that were subject to performance-based vesting conditions (each, a Company PRSU), which were previously granted to the reporting person. Pursuant to the Merger Agreement, these Company PRSUs were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying (i) the Merger Consideration per share of Common Stock by (ii) the number of shares of Common Stock such holder would have been entitled to receive if such Company PRSU award had vested based on (A) actual performance against performance metrics for any one-year performance period completed prior to the Effective Time, (B) for any one-year performance period that is in progress as of the Effective Time, the greater of (1) actual achievement against performance metrics and (2) its target level (although, as referenced below, such awards will be converted at target level with a potential true-up), and (C) deemed achievement at target level for any one-year performance period that has not yet commenced as of the Effective Time (less applicable tax withholdings). The amount reported represents the aggregate number of Company PRSUs paid out to the Reporting Person at (or within 15 business days following) the Effective Time based on target performance for fiscal year 2026. In the event that actual performance for fiscal year 2026 exceeds target, the reporting person will receive a true-up payment. The maximum aggregate number of Company PRSUs that the reporting person could earn based on actual performance for fiscal year 2026 is 754,331. |
Common Stock
|
444,730 |
| 2026-07-27 | Shimer Julie Ann |
Director |
Other↓
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. Pursuant to the Merger Agreement, these cash-settled restricted share units were canceled immediately prior to the Effective Time of the Merger and converted into the right to receive an amount in cash determined by multiplying: (i) the Merger Consideration by (ii) the number of shares of Common Stock subject to the restricted share unit award (less applicable tax withholdings). |
Restricted Share Units
|
12,003 |
| 2026-05-08 | OLEARY PATRICK J |
Director |
Award↑
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. The restricted share units were issued to replace the restricted share units issued to the Reporting Person on January 2, 2025. The restricted share units vest on the date the Reporting Person terminates service on the Issuer's Board of Directors. |
Restricted Share Units
|
12,003 |
| 2026-05-08 | BLACKFORD GARY |
Director |
Award↑
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. The restricted share units were issued to replace the restricted share units issued to the Reporting Person on January 2, 2025. The restricted share units vest on the date the Reporting Person terminates service on the Issuer's Board of Directors. |
Restricted Share Units
|
12,003 |
| 2026-05-08 | Egbuonu-Davis Lisa |
Director |
Award↑
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. The restricted share units were issued to replace the restricted share units issued to the Reporting Person on January 2, 2025. The restricted share units vest on the date the Reporting Person terminates service on the Issuer's Board of Directors. |
Restricted Share Units
|
12,003 |
| 2026-05-08 | Shimer Julie Ann |
Director |
Award↑
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. The restricted share units were issued to replace the restricted share units issued to the Reporting Person on January 2, 2025. The restricted share units vest on the date the Reporting Person terminates service on the Issuer's Board of Directors. |
Restricted Share Units
|
12,003 |
| 2026-05-08 | Franchini Indrani Lall |
Director |
Award↑
Filing footnotes — Restricted Share Units (Direct)
Represents restricted share units issued to the Reporting Person on May 8, 2026. Each restricted share unit represents a contingent right to receive a cash payment equal to the value of one share of the Issuer's common stock. The restricted share units were issued to replace the restricted share units issued to the Reporting Person on January 2, 2025. The restricted share units vest on the date the Reporting Person terminates service on the Issuer's Board of Directors. |
Restricted Share Units
|
12,003 |
| 2026-04-22 | Delgado Sigfrido |
SVP, Operations |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 16,300 time-based restricted share units (TRSUs) which: (i) were awarded to the Reporting Person on April 22, 2025 and (ii) vested on April 22, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
4,264 |
| 2026-04-22 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 12,225 time-based restricted share units (TRSUs) which: (i) were awarded to the Reporting Person on April 22, 2025 and (ii) vested on April 22, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
4,228 |
| 2026-04-14 | Pacitti David |
Chief Executive Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 72,614 time-based restricted share units (TRSUs) which: (i) were awarded to the Reporting Person on April 14, 2025 and (ii) vested on April 14, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
21,194 |
| 2026-03-13 | Delgado Sigfrido |
SVP, Operations |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
37,782 |
| 2026-03-13 | Pacitti David |
Chief Executive Officer |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
241,021 |
| 2026-03-13 | Pacitti David |
Chief Executive Officer |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
239,354 |
| 2026-03-13 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
29,481 |
| 2026-03-13 | Delgado Sigfrido |
SVP, Operations |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
37,520 |
| 2026-03-13 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
70,115 |
| 2026-03-13 | Pacitti David |
Chief Executive Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
101,341 |
| 2026-03-13 | Delgado Sigfrido |
SVP, Operations |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
15,886 |
| 2026-03-13 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Award↑
Filing footnotes — Employee Stock Option (right to buy) (Direct)
The award will vest 30% on March 13, 2027, 30% on March 13, 2028 and 40% on March 13, 2029. |
Employee Stock Option (right to buy)
|
69,630 |
| 2026-03-13 | Delgado Sigfrido |
SVP, Operations |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
15,886 |
| 2026-03-13 | Pacitti David |
Chief Executive Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
101,341 |
| 2026-03-13 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
29,481 |
| 2026-03-13 | Hurley John Joseph |
Principal Accounting Officer |
Award↑
Filing footnotes — Common Stock (Direct)
Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. The award will vest 1/3 on March 13, 2027, 1/3 on March 13, 2028 and 1/3 on March 13, 2029. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
2,211 |
| 2026-03-09 | Hurley John Joseph |
Principal Accounting Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 647 time-based restricted share units (TRSUs) which: (i) were awarded to the Reporting Person on March 7, 2025 and (ii) vested on March 9, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
226 |
| 2026-03-09 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 3,235 time-based restricted share units (TRSUs) which: (i) were awarded to the Reporting Person on March 7, 2025 and (ii) vested on March 9, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
1,119 |
| 2026-03-06 | Galovan Scott Michael |
SVP, Chief Financial Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 5,172 TRSUs which: (i) were awarded to the Reporting Person on March 6, 2024 and (ii) vested on March 6, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
2,041 |
| 2026-03-06 | Hurley John Joseph |
Principal Accounting Officer |
Tax↓
Filing footnotes — Common Stock (Direct)
Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of 604 TRSUs which: (i) were awarded to the Reporting Person on March 6, 2024 and (ii) vested on March 6, 2026. Each TRSU is the economic equivalent of one share of Common Stock. |
Common Stock
|
211 |