David J. Frear - Oct 12, 2022 Form 4 Insider Report for TERMINIX GLOBAL HOLDINGS INC (TMX)

Role: Director
Signature: /s/ Dirk R. Gardner, Attorney In Fact for David J. Frear
Stock symbol: TMX
Transactions as of: Oct 12, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/14/2022, 07:01 PM
Previous filing: May 25, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TMX	Common Stock	Disposed to Issuer		-6.61K	-100%		0	Oct 12, 2022	Direct	F1, F2

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

David J. Frear is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Represents shares of Terminix Global Holdings, Inc. ("Terminix") common stock disposed of in connection with the Agreement and Plan of Merger, dated as of December 13, 2021, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of March 14, 2022 (the "Merger Agreement"), by and among Terminix, Rentokil Initial plc ("Rentokil Initial") and certain of Rentokil Initial's subsidiaries. In accordance with the Merger Agreement, at the First Effective Time (as defined in the Merger Agreement), each share of Terminix common stock (other than certain excluded shares as described in the Merger Agreement) was converted into the right to receive at the prior election of the holder, either: (x) 1.4899 American depositary shares of Rentokil Initial ("Rentokil Initial ADSs"); or (y) $34.57 in cash and 0.1447 Rentokil Initial ADSs.
F2	Each outstanding Terminix director deferred share equivalent ("Terminix DSE") was converted into an amount in cash of $38.29, and otherwise was paid on the same terms and conditions as applicable under the Terminix DSE award agreement.

Content

Represents shares of Terminix Global Holdings, Inc. ("Terminix") common stock disposed of in connection with the Agreement and Plan of Merger, dated as of December 13, 2021, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of March 14, 2022 (the "Merger Agreement"), by and among Terminix, Rentokil Initial plc ("Rentokil Initial") and certain of Rentokil Initial's subsidiaries. In accordance with the Merger Agreement, at the First Effective Time (as defined in the Merger Agreement), each share of Terminix common stock (other than certain excluded shares as described in the Merger Agreement) was converted into the right to receive at the prior election of the holder, either: (x) 1.4899 American depositary shares of Rentokil Initial ("Rentokil Initial ADSs"); or (y) $34.57 in cash and 0.1447 Rentokil Initial ADSs.

Each outstanding Terminix director deferred share equivalent ("Terminix DSE") was converted into an amount in cash of $38.29, and otherwise was paid on the same terms and conditions as applicable under the Terminix DSE award agreement.

Remarks:

In connection with the transaction, the reporting person ceased to be a Section 16 reporting person.