Michael E. McGrath - 11 Oct 2023 Form 4 Insider Report for NATIONAL INSTRUMENTS CORP

Role: Director
Signature: /s/ Deborah Donahue as attorney-in-fact for Michael E. McGrath
Issuer symbol: N/A
Transactions as of: 11 Oct 2023
Net transactions value: $0
Form type: 4
Filing time: 11 Oct 2023, 19:24:15 UTC
Previous filing: 27 Apr 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NATI	Common Stock	Disposed to Issuer		-47,092	-93%		3,719	11 Oct 2023	Direct	F1
transaction	NATI	Common Stock	Disposed to Issuer		-3,719	-100%		0	11 Oct 2023	Direct	F2

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

Michael E. McGrath 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 common stock of National Instruments Corporation ("NI") disposed of pursuant to the Agreement and Plan of Merger, dated April 12, 2023, by and among NI, Emerson Electric Co. and Emersub CXIV, Inc. (the "Merger Agreement"). Pursuant to the Merger Agreement, at the effective time of the merger contemplated thereby (the "Effective Time"), each share of NI common stock held by the reporting person was converted automatically into the right to receive $60.00 per share in cash (the "Merger Consideration").
F2	Pursuant to the Merger Agreement, at the Effective Time, each award of NI restricted stock units held by the reporting person was canceled in exchange for the Merger Consideration in respect of each share of NI common stock subject to such restricted stock unit award as of immediately prior to the Effective Time.

Content

Represents shares of common stock of National Instruments Corporation ("NI") disposed of pursuant to the Agreement and Plan of Merger, dated April 12, 2023, by and among NI, Emerson Electric Co. and Emersub CXIV, Inc. (the "Merger Agreement"). Pursuant to the Merger Agreement, at the effective time of the merger contemplated thereby (the "Effective Time"), each share of NI common stock held by the reporting person was converted automatically into the right to receive $60.00 per share in cash (the "Merger Consideration").

Pursuant to the Merger Agreement, at the Effective Time, each award of NI restricted stock units held by the reporting person was canceled in exchange for the Merger Consideration in respect of each share of NI common stock subject to such restricted stock unit award as of immediately prior to the Effective Time.