Thomas E. Kiraly - 03 Oct 2022 Form 4 Insider Report for HANGER, INC.

Reporting relationship: EVP & Chief Financial Officer
Issuer ticker: N/A
Reported as of: 03 Oct 2022
Net transaction value: -$5,371,162
SEC form: 4
Accepted by SEC: 04 Oct 2022, 17:00:55 UTC
Prior SEC filing: 16 Mar 2022
Source filing: View source filing
Reporting owner signature: Jessica Lochmann Allen, Attorney-in-Fact for Thomas E. Kiraly

Key filing fact

Thomas E. Kiraly filed Form 4 for HANGER, INC. on 04 Oct 2022.

Key facts

This page summarizes Thomas E. Kiraly's Form 4 filing for HANGER, INC..
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 04 Oct 2022, 17:00.

Change

Previous filing in this sequence was filed on 16 Mar 2022.
Current net transaction value: -$5,371,162.

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.

HNGR transaction

Common Stock

Disposed to Issuer

Transaction value: $4,371,806
Shares: -233,163
Change %: -100%
Price: $18.75
Shares after: 0
Date: 03 Oct 2022
Ownership: Direct
Footnotes: F1

HNGR transaction

Common Stock

Disposed to Issuer

Transaction value: $811,650
Shares: -43,288
Change %: -100%
Price: $18.75
Shares after: 0
Date: 03 Oct 2022
Ownership: Direct
Footnotes: F2

Reported derivative securities

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

HNGR transaction Derivative

Stock Options (right to buy)

Disposed to Issuer

Transaction value: $187,706
Shares: -31,389
Change %: -100%
Price: $5.98
Shares after: 0
Date: 03 Oct 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 31,389
Exercise price: $12.77
Footnotes: F3

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Thomas E. Kiraly is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Represents shares of issuer's common stock and restricted stock units relating to such common stock that were disposed of in connection with the merger of Hero Merger Sub, Inc. with and into issuer (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of July 21, 2022, by and among issuer, Hero Parent, Inc. and Hero Merger Sub, Inc. (the "Merger Agreement"). At the effective time of the Merger, each issued and outstanding share of issuer's common stock (subject to certain exceptions described in the Merger Agreement) and each restricted stock unit were canceled and converted into the right to receive $18.75 in cash, except for certain shares of issuer's common stock (including 33,334 shares held by the reporting person) that were canceled and converted into equity interests in an affiliate of Hero Parent, Inc. with a value estimated to be $18.75 per share.

Footnote F2

Represents performance-based restricted stock units that were disposed of in connection with the Merger. At the effective time of the Merger, the performance-based restricted stock units were canceled and converted into the right to receive an amount in cash equal to the number of shares of issuer's common stock earned under such performance-based restricted stock units (as provided in the Merger Agreement) (or the target number if performance had not yet been determined) multiplied by $18.75.

Footnote F3

Represents stock options that were disposed of in connection with the Merger. At the effective time of the Merger, the stock options were canceled and converted into the right to receive an amount in cash equal to the product of (a) the total number of shares subject to the stock options multiplied by (b) the excess, if any, of $18.75 over the exercise price per share of such stock options.