James N. Anderson IV - Dec 21, 2023 Form 4 Insider Report for PATRIOT TRANSPORTATION HOLDING, INC. (PATI)

Role: VP Safety & Risk Management
Signature: /s/James N. Anderson IV
Stock symbol: PATI
Transactions as of: Dec 21, 2023
Transactions value $: -$1,032,120
Form type: 4
Date filed: 12/21/2023, 02:50 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PATI	Common Stock	Disposed to Issuer	-$699	-43	-100%	$16.26	0	Dec 21, 2023	Held in 401k	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PATI	Option to Buy	Disposed to Issuer	-$60K	-3.69K	-100%	$16.26	Dec 21, 2023	Common Stock	3.69K	$9.07	Direct	F2
transaction	PATI	Option to Buy	Disposed to Issuer	-$224K	-13.8K	-100%	$16.26	Dec 21, 2023	Common Stock	13.8K	$7.52	Direct	F2
transaction	PATI	Option to Buy	Disposed to Issuer	-$450K	-27.7K	-100%	$16.26	Dec 21, 2023	Common Stock	27.7K	$6.89	Direct	F2
transaction	PATI	Option to Buy	Disposed to Issuer	-$297K	-18.3K	-100%	$16.26	Dec 21, 2023	Common Stock	18.3K	$5.15	Direct	F2

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

James N. Anderson IV is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to an Agreement and Plan of Merger, each share of common stock was converted into the right to receive $16.26 per share in cash (the "Merger Consideration"). Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option. Each outstanding SAR was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying each such SAR and (ii) the excess, if any, of (x) the Merger Consideration over (y) the per-share SAR Price.
F2	Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option.

Content

Pursuant to an Agreement and Plan of Merger, each share of common stock was converted into the right to receive $16.26 per share in cash (the "Merger Consideration"). Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option. Each outstanding SAR was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying each such SAR and (ii) the excess, if any, of (x) the Merger Consideration over (y) the per-share SAR Price.

Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option.