Iberdrola, S.A. - 23 Dec 2024 Form 4 Insider Report for Avangrid, Inc.

Role: 10%+ Owner
Signature: /s/ David Jose Mesonero Molina
Issuer symbol: N/A
Transactions as of: 23 Dec 2024
Net transactions value: +$2,550,790,814
Form type: 4
Filing time: 23 Dec 2024, 17:29:54 UTC
Previous filing: 19 May 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AGR	Common Stock	Purchase	$2,550,790,814	+71,350,792		$35.75	0	23 Dec 2024	Direct	F1

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

Iberdrola, S.A. 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 (the "Merger Agreement"), dated as of May 17, 2024, by and among the Issuer, the Reporting Person and Arizona Merger Sub, Inc., a wholly owned subsidiary of Reporting Person ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger and becoming a wholly owned subsidiary of the Reporting Person. At the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time (other than the "Excluded Shares," which included the Common Stock held by the Reporting Person) was converted into a right to receive $35.75 per share of Common Stock in cash, without interest. At the Effective Time, (i) all shares of Common Stock ceased to be outstanding, were cancelled and ceased to exist and (ii) each Excluded Share ceased to be outstanding and was cancelled without payment of any consideration and ceased to exist.

Content

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 17, 2024, by and among the Issuer, the Reporting Person and Arizona Merger Sub, Inc., a wholly owned subsidiary of Reporting Person ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger and becoming a wholly owned subsidiary of the Reporting Person. At the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time (other than the "Excluded Shares," which included the Common Stock held by the Reporting Person) was converted into a right to receive $35.75 per share of Common Stock in cash, without interest. At the Effective Time, (i) all shares of Common Stock ceased to be outstanding, were cancelled and ceased to exist and (ii) each Excluded Share ceased to be outstanding and was cancelled without payment of any consideration and ceased to exist.