Mark DeVita - 17 Oct 2023 Form 4 Insider Report for Heritage-Crystal Clean, Inc.

Role: Chief Financial Officer & EVP
Signature: /s/ Mark DeVita
Issuer symbol: N/A
Transactions as of: 17 Oct 2023
Net transactions value: -$4,905,082
Form type: 4
Filing time: 18 Oct 2023, 10:19:23 UTC
Previous filing: 06 Oct 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HCCI	Common Stock	Disposed to Issuer	$2,017,152	-44,333	-62%	$45.50	27,000	17 Oct 2023	Direct	F1, F2
transaction	HCCI	Common Stock	Disposed to Issuer	$1,228,500	-27,000	-100%	$45.50	0	17 Oct 2023	Direct	F2

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	HCCI	Restricted Stock Units	Disposed to Issuer	$1,659,430	-36,471	-100%	$45.50	0	17 Oct 2023	Common Stock	36,471	$0.000000	Direct	F1

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

Mark DeVita 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 the Agreement and Plan of Merger, dated as of July 19, 2023 (the "Merger Agreement"), by and among Issuer, JFL-Tiger Acquisition Co., Inc., a Delaware corporation ("Parent"), and JFL-Tiger Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, each share of Issuer common stock, par value $0.01 per share, and each share of Issuer common stock underlying restricted stock units, was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes. Pursuant to the Merger Agreement, each Issuer restricted stock award became fully vested and was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes.
F2	Represents shares of common stock which were not sold in the merger and have been rolled over into investment in an entity affiliated with Parent that indirectly owns 100% of Issuer.

Content

Pursuant to the Agreement and Plan of Merger, dated as of July 19, 2023 (the "Merger Agreement"), by and among Issuer, JFL-Tiger Acquisition Co., Inc., a Delaware corporation ("Parent"), and JFL-Tiger Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, each share of Issuer common stock, par value $0.01 per share, and each share of Issuer common stock underlying restricted stock units, was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes. Pursuant to the Merger Agreement, each Issuer restricted stock award became fully vested and was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes.

Represents shares of common stock which were not sold in the merger and have been rolled over into investment in an entity affiliated with Parent that indirectly owns 100% of Issuer.