Kimberly Ann DeBrock - 06 Jul 2022 Form 4 Insider Report for Neenah Inc

Reporting relationship: VP, Controller & CAO
Issuer ticker: N/A
Reported as of: 06 Jul 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 29 Jul 2022, 16:09:07 UTC
Prior SEC filing: 25 Apr 2022
Next SEC filing: 03 Oct 2023
Source filing: View source filing
Reporting owner signature: /s/ Kimberly Ann DeBrock

Key filing fact

Kimberly Ann DeBrock filed Form 4 for Neenah Inc on 29 Jul 2022.

Key facts

This page summarizes Kimberly Ann DeBrock's Form 4 filing for Neenah Inc.
3 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 29 Jul 2022, 16:09.

Change

Previous filing in this sequence was filed on 25 Apr 2022.
Current net transaction value: $0.

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.

NP transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -984
Change %: -100%
Price
Shares after: 0
Date: 06 Jul 2022
Ownership: Direct
Footnotes: F1

Reported derivative securities

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

NP transaction Derivative

Performance Share Units

Disposed to Issuer

Transaction value
Shares: -1,717
Change %: -100%
Price
Shares after: 0
Date: 06 Jul 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,717
Exercise price
Footnotes: F2, F3, F4

NP transaction Derivative

Stock Appreciation Rights

Disposed to Issuer

Transaction value
Shares: -750
Change %: -100%
Price
Shares after: 0
Date: 06 Jul 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 750
Exercise price
Footnotes: F5, F6, F7

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Kimberly Ann DeBrock is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 7 footnotes

Footnote F1

These shares were subject to Neenah restricted stock units, which were assumed by Mativ Holdings, Inc. (f/k/a Schweitzer-Mauduit International, Inc., "Mativ") pursuant to the Agreement and Plan of Merger, dated as of March 28, 2022 (the "Merger Agreement") among Neenah, Inc. ("Neenah"), Samurai Warrior Merger Sub, Inc. and Mativ on the July 6, 2022, the effective date of the merger (the "Effective Date"), automatically converted into Mativ restricted stock units in respect of that number of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to the Neenah restricted stock unit award immediately prior to the Effective Time and 1.358. Each such Mativ restricted stock unit award is subject to the same terms and conditions as applied to the corresponding Neenah restricted stock unit award immediately prior to the Effective Time.

Footnote F2

Pursuant to the Merger Agreement, on the Effective Date, these Neenah performance share units automatically converted into Mativ restricted stock unit awards with respect to that number of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to such Neenah performance share units immediately prior to the Effective Time and 1.358 and are convertible into shares of Mativ common stock on a one-for-one basis on the applicable vesting dates.

Footnote F3

Each such Mativ restricted stock unit award is scheduled to cliff vest, subject to continued service, on the last day of the originally scheduled performance period, but subject to earlier payment and vesting in accordance with the applicable Neenah performance share award agreement. Otherwise, each such Mativ restricted stock unit award is subject to the same terms and conditions as applied to the corresponding Neenah performance share award immediately prior to the Effective Time.

Footnote F4

The performance share units do not have an expiration date.

Footnote F5

Pursuant to the Merger Agreement, on the Effective Date, these Neenah stock appreciation rights automatically converted into Mativ stock appreciation rights with respect to that numbers of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to such stock appreciation rights immediately prior to the Effective Time and 1.358; provided, however, that the exercise price and the number of shares of Mativ common stock will be determined in a manner consistent with the requirements of Section 409A of the Code.

Footnote F6

Pursuant to the Merger Agreement, on the Effective Date, these Neenah stock appreciation rights automatically converted into Mativ stock appreciation rights with respect to that number of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to such Neenah stock appreciation rights immediately prior to the Effective Time and 1.358.

Footnote F7

The Stock Appreciation Rights are fully vested.