Jill D. Smith - Oct 18, 2023 Form 4 Insider Report for CIRCOR INTERNATIONAL INC (CIR)

Role
Director
Signature
Paul Caron, their attorney in fact
Stock symbol
CIR
Transactions as of
Oct 18, 2023
Transactions value $
$0
Form type
4
Date filed
10/18/2023, 05:20 PM
Previous filing
Oct 3, 2023
Next filing
May 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CIR Common Stock Options Exercise $0 +3.78K +27.57% $0.00 17.5K Oct 18, 2023 Direct
transaction CIR Common Stock Disposed to Issuer -17.5K -100% 0 Oct 18, 2023 Direct F1, F2

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 CIR Restricted Stock Unit Options Exercise $0 -3.78K -100% $0.00* 0 Oct 18, 2023 Common Stock 3.78K $0.00 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Jill D. Smith 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 the Agreement and Plan of Merger dated June 5, 2023 (as amended on June 26, 2023 by Amendment No. 1 to Agreement and Plan of Merger, as further amended on June 29, 2023 by Amendment No. 2 to Agreement and Plan of Merger, the "Merger Agreement"), by and among CIROCR International, Inc. ("CIRCOR"), Cube BidCo, Inc., a Delaware corporation ("Parent"), and Cube Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, pursuant to which Cube Merger Sub, Inc. merged with and into CIRCOR, with CIRCOR remaining as the surviving corporation, at the effective time of the Merger (the "Effective Time"), (continued in Footnote 2)
F2 each issued and outstanding share of common stock, par value $0.01 per share, of CIRCOR ("Company Common Stock"), immediately prior to the Effective Time was converted into the right to receive an amount in cash equal to $56.00, without interest (the "Merger Consideration"), and as of the Effective Time, all such shares of Company Common Stock are no longer outstanding and were automatically cancelled and cease to exist.
F3 The Restricted Stock Units ("RSUs") were granted to the Reporting Person by CIRCOR as part of equity incentive grants made by CIRCOR on March 17, 2023. Pursuant to the Merger Agreement, as of the Effective Time, each unvested RSU vested in full.