Benjamin Wolin - Oct 13, 2022 Form 4 Insider Report for COVETRUS, INC. (CVET)

Role: President and CEO, Director
Signature: /s/ Margaret B. Pritchard, as attorney-in-fact for Benjamin Wolin
Stock symbol: CVET
Transactions as of: Oct 13, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/13/2022, 11:06 AM
Previous filing: Sep 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CVET	Common Stock	Disposed to Issuer	$0	-199K	-100%	$0.00^*	0	Oct 13, 2022	Direct	F1

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	CVET	Restricted Stock Units	Disposed to Issuer	$0	-351K	-100%	$0.00^*	0	Oct 13, 2022	Common Stock	351K		Direct	F2, F3

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

Explanation of Responses:

Id	Content
F1	In connection with the merger of Corgi Merger Sub, Inc. ("Merger Sub") with and into the Issuer (the "Merger") pursuant to that certain Agreement and Plan of Merger, dated as of May 24, 2022, as amended from time to time, by and among the Issuer, Corgi Bidco, Inc. and Merger Sub, Inc. ("Merger Agreement"), shares of common stock, par value $0.01 per share, of the Issuer (the "Shares" and each a "Share"), were converted into the right to receive $21.00 per Share in cash, without interest (the "Merger Consideration").
F2	Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof.
F3	Pursuant to the Merger Agreement, outstanding RSUs vested (to the extent unvested) and were terminated and cancelled in exchange for the right to receive a lump sum cash payment equal to (x) the number of Shares underlying such RSUs immediately prior to the effective time of the Merger, multiplied by (y) the Merger Consideration.