John P. Stupp Jr - Aug 21, 2024 Form 4 Insider Report for ATRION CORP (ATRI)

Role: Director
Signature: /s/Cindy Ferguson, Attorney-in-fact
Stock symbol: ATRI
Transactions as of: Aug 21, 2024
Transactions value $: -$69,554,355
Form type: 4
Date filed: 8/21/2024, 05:00 PM
Previous filing: May 23, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Date	Ownership	Footnotes
transaction	ATRI	common stock	Disposed to Issuer	-$2.94M	-6.39K	-100%	$460.00	Aug 21, 2024	Direct	F1
transaction	ATRI	common stock	Disposed to Issuer	-$4.11M	-8.93K	-100%	$460.00	Aug 21, 2024	By Family Trust	F1, F2
transaction	ATRI	common stock	Disposed to Issuer	-$62.1M	-135K	-100%	$460.00	Aug 21, 2024	By Stupp Bros, Inc.	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	ATRI	Deferred Stock Unit	Disposed to Issuer	-$404K	-879	-100%	$460.00	0	Aug 21, 2024	common stock	879	$0.00	Direct	F1

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

Explanation of Responses:

Id	Content
F1	Disposed of as a result of the merger pursuant to the previously announced Agreement and Plan of Merger, dated as of May 28, 2024, by and among Nordson Corporation, Alpha Medical Merger Sub, Inc., a wholly owned subsidiary of Nordson, and Atrion Corporation. At the effective time of the Merger, (i) each issued and outstanding share of common stock and (ii) each restricted stock unit, performance-based stock unit and deferred stock unit, were thereupon canceled and converted into the right to receive $460.00 in cash.
F2	The Reporting Person no longer has a reportable beneficial interest in 13,398 shares of Atrion common stock owned by his children and included in the Reporting Person's prior ownership reports.

Content

Disposed of as a result of the merger pursuant to the previously announced Agreement and Plan of Merger, dated as of May 28, 2024, by and among Nordson Corporation, Alpha Medical Merger Sub, Inc., a wholly owned subsidiary of Nordson, and Atrion Corporation. At the effective time of the Merger, (i) each issued and outstanding share of common stock and (ii) each restricted stock unit, performance-based stock unit and deferred stock unit, were thereupon canceled and converted into the right to receive $460.00 in cash.

The Reporting Person no longer has a reportable beneficial interest in 13,398 shares of Atrion common stock owned by his children and included in the Reporting Person's prior ownership reports.