Ken Hogan - Aug 3, 2022 Form 4 Insider Report for MERITOR, INC. (MTOR)

Role: SVP & Pres. Truck, EUR & APAC
Signature: /s/ Ken Hogan, By: Carl D. Anderson, II, Attorney-in-Fact
Stock symbol: MTOR
Transactions as of: Aug 3, 2022
Transactions value $: $0
Form type: 4
Date filed: 8/5/2022, 10:51 AM
Previous filing: Dec 3, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MTOR	Common Stock	Disposed to Issuer		-21.8K	-100%		0	Aug 3, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Shares	Change %	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MTOR	Restricted Share Units	Disposed to Issuer	-10.9K	-100%	Aug 3, 2022	Common Stock	10.9K	$0.00	Direct	F1
transaction	MTOR	Restricted Share Units	Disposed to Issuer	-6.86K	-100%	Aug 3, 2022	Common Stock	6.86K	$0.00	Direct	F1
transaction	MTOR	Restricted Share Units	Disposed to Issuer	-1.85K	-100%	Aug 3, 2022	Common Stock	1.85K	$0.00	Direct	F1
transaction	MTOR	Restricted Share Units	Disposed to Issuer	-10.5K	-100%	Aug 3, 2022	Common Stock	10.5K	$0.00	Direct	F1
transaction	MTOR	Restricted Share Units	Disposed to Issuer	-1.58K	-100%	Aug 3, 2022	Common Stock	1.58K	$0.00	Direct	F1

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

Ken Hogan 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 that certain Agreement and Plan of Merger, dated as of February 21, 2022 (the "Merger Agreement"), by and among Meritor, Inc., an Indiana corporation (the "Company"), Cummins Inc., an Indiana corporation ("Cummins"), and Rose NewCo Inc., an Indiana corporation and wholly owned subsidiary of Cummins ("Merger Sub"), Merger Sub was merged with and into the Company (the "Merger") with the Company continuing as the surviving corporation and a subsidiary of Cummins. As a result of the Merger, each share of Company Common Stock and each restricted share unit was automatically converted into the right to receive an amount in cash equal to $36.50, subject to the vesting and other terms and conditions as provided in the Merger Agreement.

Content

Pursuant to that certain Agreement and Plan of Merger, dated as of February 21, 2022 (the "Merger Agreement"), by and among Meritor, Inc., an Indiana corporation (the "Company"), Cummins Inc., an Indiana corporation ("Cummins"), and Rose NewCo Inc., an Indiana corporation and wholly owned subsidiary of Cummins ("Merger Sub"), Merger Sub was merged with and into the Company (the "Merger") with the Company continuing as the surviving corporation and a subsidiary of Cummins. As a result of the Merger, each share of Company Common Stock and each restricted share unit was automatically converted into the right to receive an amount in cash equal to $36.50, subject to the vesting and other terms and conditions as provided in the Merger Agreement.