Gregory Bylinsky - May 25, 2022 Form 4 Insider Report for VIDLER WATER RESOURCES, INC. (VWTR)

Role: Director
Signature: /s/ Gregory Bylinsky
Stock symbol: VWTR
Transactions as of: May 25, 2022
Transactions value $: -$16,961,333
Form type: 4
Date filed: 6/6/2022, 12:23 PM
Previous filing: Feb 17, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VWTR	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction	-$16.5M	-1.05M	-100%	$15.75	0	May 25, 2022	Held by Bandera Master Fund.	F1, F2
transaction	VWTR	Common Stock	Disposed to Issuer	-$433K	-27.5K	-100%	$15.75	0	May 25, 2022	Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Gregory Bylinsky is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Disposed of pursuant to the Agreement and Plan of Merger, dated April 13, 2022, by and among D.R. Horton, Inc., Potable Merger Sub, Inc. and Vidler Water Resources, Inc. (the "Merger Agreement") in exchange for the market value of $15.75 per share on May 25, 2022, the effective date of the merger.
F2	Consists of securities directly held by Bandera Master Fund L.P. ("Bandera Master Fund"). Bandera Master Fund has delegated to Bandera Partners LLC ("Bandera Partners"), its investment manager, the sole and exclusive authority to vote and dispose of the securities held by Bandera Master Fund. Mr. Bylinsky, solely by virtue of his position as a Managing Partner, Managing Director and Portfolio Manager of Bandera Partners, may be deemed to beneficially own the securities held by Bandera Master Fund. Mr. Bylinsky expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F3	In connection with the Merger Agreement, these restricted stock units were converted into a right of the holder to receive an amount in cash equal to the per share merger consideration of $15.75 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Of Mr. Bylinsky's restricted stock units, 25,685 restricted stock units were fully vested prior to the consummation of the transactions contemplated by the Merger Agreement, and 1,793 restrict stock units were accelerated immediately prior to the consummation of the transactions contemplated by the Merger Agreement.