Somer Gundogdu - Jul 5, 2023 Form 4 Insider Report for Diversey Holdings, Ltd. (DSEY)

Role: President, Emerging Markets
Signature: /s/ Michael Chapman, by power of attorney
Stock symbol: DSEY
Transactions as of: Jul 5, 2023
Transactions value $: -$7,316,694
Form type: 4
Date filed: 7/6/2023, 04:02 PM
Previous filing: May 1, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DSEY	Ordinary Shares, $0.0001 par value	Disposed to Issuer	-$7.32M	-871K	-100%	$8.40	0	Jul 5, 2023	Direct	F1, F2

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

Somer Gundogdu 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 and in connection with the transactions contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 8, 2023, by and among the Issuer, Olympus Water Holdings IV, L.P. ("Parent"), acting by its general partner, Olympus Water Holdings Limited and Diamond Merger Limited, each of the Issuer's ordinary shares, par value $0.0001 per share (each, an "Ordinary Share"), owned by the Reporting Person were cancelled and exchanged into the right to receive $8.40 in cash (the "Merger Consideration").
F2	The Ordinary Shares reported as disposed by the Reporting Person include: 24,045 shares underlying restricted share units subject to performance-based vesting conditions and 193,164 shares underlying restricted share units which, pursuant to the Merger Agreement, were vested and cancelled into the right to receive an amount in cash equal to the Merger Consideration, with payment subject to continued service with Parent and its affiliates, as applicable.

Content

Pursuant to and in connection with the transactions contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 8, 2023, by and among the Issuer, Olympus Water Holdings IV, L.P. ("Parent"), acting by its general partner, Olympus Water Holdings Limited and Diamond Merger Limited, each of the Issuer's ordinary shares, par value $0.0001 per share (each, an "Ordinary Share"), owned by the Reporting Person were cancelled and exchanged into the right to receive $8.40 in cash (the "Merger Consideration").

The Ordinary Shares reported as disposed by the Reporting Person include: 24,045 shares underlying restricted share units subject to performance-based vesting conditions and 193,164 shares underlying restricted share units which, pursuant to the Merger Agreement, were vested and cancelled into the right to receive an amount in cash equal to the Merger Consideration, with payment subject to continued service with Parent and its affiliates, as applicable.