Brian Recatto - 17 Oct 2023 Form 4 Insider Report for Heritage-Crystal Clean, Inc.

Signature
/s/ Mark DeVita, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
17 Oct 2023
Net transactions value
-$34,517,346
Form type
4
Filing time
18 Oct 2023, 13:22:57 UTC
Previous filing
04 Aug 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCCI Common Stock Disposed to Issuer $25,550,889 -561,558 -74% $45.50 197,065 17 Oct 2023 Direct F1, F2
transaction HCCI Common Stock Disposed to Issuer $8,966,458 -197,065 -100% $45.50 0 17 Oct 2023 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Brian Recatto 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 as of July 19, 2023 (the "Merger Agreement"), by and among Issuer, JFL-Tiger Acquisition Co., Inc., a Delaware corporation ("Parent"), and JFL-Tiger Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, each share of Issuer common stock, par value $0.01 per share, and each share of Issuer common stock underlying restricted stock units, was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes. Pursuant to the Merger Agreement, each Issuer restricted stock award became fully vested and was automatically cancelled and converted into the right to receive $45.50 in cash without interest, subject to applicable withholding taxes.
F2 Represents shares of common stock which were not sold in the merger and have been rolled over into investment in an entity affiliated with Parent that indirectly owns 100% of Issuer.