Christopher J. Wilson - 07 Sep 2021 Form 4 Insider Report for CINCINNATI BELL INC

Reporting relationship: VP & General Counsel
Issuer ticker: N/A
Reported as of: 07 Sep 2021
Net transaction value: -$1,512,846
SEC form: 4
Accepted by SEC: 09 Sep 2021, 20:49:27 UTC
Source filing: View source filing
Reporting owner signature: /s/ Christopher J. Wilson

Key filing fact

Christopher J. Wilson filed Form 4 for CINCINNATI BELL INC on 09 Sep 2021.

Key facts

This page summarizes Christopher J. Wilson's Form 4 filing for CINCINNATI BELL INC.
4 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 09 Sep 2021, 20:49.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: -$1,512,846.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CBB transaction

Common Stock

Disposed to Issuer

Transaction value: $1,141,141
Shares: -73,622
Change %: -100%
Price: $15.50
Shares after: 0
Date: 07 Sep 2021
Ownership: Direct
Footnotes: F1

CBB transaction

Common Stock

Disposed to Issuer

Transaction value: $371,706
Shares: -23,981
Change %: -100%
Price: $15.50
Shares after: 0
Date: 07 Sep 2021
Ownership: Direct
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CBB transaction Derivative

Performance-Based Restricted Stock Units

Award

Transaction value: $0
Shares: +27,510
Change %
Price: $0.000000
Shares after: 27,510
Date: 07 Sep 2021
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 27,510
Exercise price
Footnotes: F3, F4

CBB transaction Derivative

Performance-Based Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -27,510
Change %: -100%
Price
Shares after: 0
Date: 07 Sep 2021
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 27,510
Exercise price
Footnotes: F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Christopher J. Wilson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of March 13, 2020 (the "Merger Agreement"), by and among Cincinnati Bell Inc., an Ohio corporation (the "Company"), Red Fiber Parent LLC, a Delaware limited liability company, and RF Merger Sub Inc., an Ohio corporation and directly wholly owned subsidiary of Parent ("Merger Sub"), at the effective time of the merger of Merger Sub with and into the Company (the "Merger"), each share of common stock, par value $0.01 per share, of the Company ("Company Common Shares") was converted into the right to receive $15.50 in cash, without interest (the "Merger Consideration").

Footnote F2

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding restricted stock unit with respect to Company Common Shares ("Company RSU") became fully vested and was canceled and converted into the right to receive a lump-sum amount in cash, without interest, equal to the product of (a) the Merger Consideration and (b) the number of Company Common Shares subject to such Company RSU.

Footnote F3

Each Company RSU subject to performance-based vesting conditions ("Company PSU") represented a right to receive Company Common Shares, subject to the achievement of performance conditions.

Footnote F4

On January 31, 2019, the Reporting Person was awarded 23,980 target Company PSUs subject to the achievement of applicable performance criteria. In accordance with the terms of the Merger Agreement and the applicable Company PSU award agreement, the board of directors of the Company approved a payout of 114.7% of the target Company PSUs under the performance criteria set in 2019, subject to the closing of the Merger.

Footnote F5

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Company PSU became fully vested and was canceled and converted into the right to receive a lump-sum amount in cash, without interest, equal to the product of (a) the Merger Consideration and (b) the number of Company Common Shares subject to such Company PSU.