Jill Smart - Jun 28, 2024 Form 4 Insider Report for HireRight Holdings Corp (HRT)

Role
Director
Signature
/s/ Brian Copple, as Attorney-in-Fact, for Jill B. Smart
Stock symbol
HRT
Transactions as of
Jun 28, 2024
Transactions value $
-$453,489
Form type
4
Date filed
6/28/2024, 11:38 AM
Previous filing
Jun 10, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HRT Common Stock Disposed to Issuer -$453K -31.6K -100% $14.35 0 Jun 28, 2024 Direct F1

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

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HRT Stock Option Disposed to Issuer -53.9K -100% 0 Jun 28, 2024 Common Stock 53.9K $15.97 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 Represents securities disposed of under the Agreement and Plan of Merger (the "Merger Agreement"), dated February 15, 2024, among HireRight Holdings Corporation (the "Company"), Hearts Parent, LLC and Hearts Merger Sub, Inc. ("Merger Sub"), under which Merger Sub was merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation (the "Surviving Corporation") in the Merger. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock of the Company ("Share") was cancelled and converted into the right to receive $14.35 in cash without interest thereon.
F2 Under the Merger Agreement, at the Effective Time, each option to purchase Shares (a "Company Option") that was reported in this Form 4 was converted into an option to purchase the same number of shares of common stock of the Surviving Corporation (or an affiliate thereof) at the same exercise price per Share and subject to the same terms and conditions as the applicable Company Option (including vesting conditions).