Gerard Mooney - Nov 1, 2024 Form 4 Insider Report for ITERIS, INC. (ITI)

Role
Director
Signature
/s/ Donald R. Reynolds, as Attorney-in-Fact, for Gerard Mooney
Stock symbol
ITI
Transactions as of
Nov 1, 2024
Transactions value $
-$874,505
Form type
4
Date filed
11/1/2024, 11:38 AM
Previous filing
Oct 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ITI Common Stock Disposed to Issuer -$875K -121K -100% $7.20 0 Nov 1, 2024 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Gerard Mooney is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Reflects the disposition of securities pursuant to that certain Agreement and Plan of Merger, dated August 8, 2024, by and among Iteris, Inc. (the "Company"), Almaviva S.p.A ("Parent") and Pantheon Merger Sub Inc. ("Merger Sub"), pursuant to which on November 1, 2024, Merger Sub merged with and into the Company, with the Company continuing as the surviving corporation of the merger and as an indirect wholly owned subsidiary of Parent (the "Merger").
F2 At the effective time of the Merger (the "Effective Time"), by virtue of the Merger, the shares of common stock, par value $0.10 per share (the "Common Stock") and restricted stock units ("RSUs") held by the reporting person were automatically canceled and converted into the right to receive $7.20 in cash (the "Merger Consideration").
F3 Includes 11,126 RSUs granted on October 22, 2024, that at the Effective Time, by virtue of the Merger, became fully vested and were automatically cancelled and converted into the right to receive the Merger Consideration.