Key facts
- This page summarizes Marc G. Michael's Form 4 filing for SPX FLOW, Inc..
- 7 reported transactions and 3 derivative rows are listed below.
- Accepted by SEC: 05 Apr 2022, 16:22.
Marc G. Michael - 05 Apr 2022 Form 4 Insider Report for SPX FLOW, Inc.
- Reporting relationship
- President and CEO, Director
- Issuer ticker
- N/A
- Reported as of
- 05 Apr 2022
- Net transaction value
- -$9,086,912
- SEC form
- 4
- Accepted by SEC
- 05 Apr 2022, 16:22:31 UTC
- Prior SEC filing
- 22 Dec 2021
- Source filing
- View source filing
- Reporting owner signature
- Peter Ryan, Attorney In Fact for Marc G. Michael
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
Marc G. Michael filed Form 4 for SPX FLOW, Inc. on 05 Apr 2022.
Change
- Previous filing in this sequence was filed on 22 Dec 2021.
- Current net transaction value: -$9,086,912.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
FLOW
transaction
Common Stock
Other
- Transaction value
- Shares
- -115,610
- Change %
- -89%
- Price
- Shares after
- 13,820
- Date
- 05 Apr 2022
- Ownership
- Direct
- Footnotes
- F1
FLOW
transaction
Common Stock
Disposed to Issuer
- Transaction value
- $1,195,430
- Shares
- -13,820
- Change %
- -100%
- Price
- $86.50
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- Direct
- Footnotes
- F2
FLOW
transaction
Common Stock
Disposed to Issuer
- Transaction value
- $7,705,420
- Shares
- -89,080
- Change %
- -100%
- Price
- $86.50
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- By Trust
- Footnotes
- F2
FLOW
transaction
Common Stock
Disposed to Issuer
- Transaction value
- $186,062
- Shares
- -2,151
- Change %
- -100%
- Price
- $86.50
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- 401(k) Plan
- Footnotes
- F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
FLOW
transaction
Derivative
Restricted Stock Unit
Disposed to Issuer
- Transaction value
- Shares
- -15,007
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 15,007
- Exercise price
- $0.000000
- Footnotes
- F3, F4
FLOW
transaction
Derivative
Restricted Stock Unit
Disposed to Issuer
- Transaction value
- Shares
- -12,162
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 12,162
- Exercise price
- $0.000000
- Footnotes
- F4, F5
FLOW
transaction
Derivative
Employee stock option to purchase common stock
Disposed to Issuer
- Transaction value
- Shares
- -15,801
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 05 Apr 2022
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 15,801
- Exercise price
- $61.29
- Footnotes
- F6
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Marc G. Michael is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 6 footnotes
Footnote F1
Pursuant to that certain Contribution Agreement by and between Reporting Person and LSF11 Redwood Acquisitions, LLC, a Delaware limited liability company ("Parent"), dated as of April 5, 2022, Reporting Person rolled over 115,610 shares of common stock in exchange for equity interests in an affiliate of Parent having an aggregate value of $10,000,265.
Footnote F2
Disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement") dated as of December 12, 2021, by and among the Company, Parent, and Redwood Star Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, in exchange for a cash payment of $86.50 per share.
Footnote F3
The restricted stock units were originally scheduled to vest in three equal annual installments beginning on February 27, 2021. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the Issuer's Board of Directors on December 20, 2021, in connection with the Merger Agreement.
Footnote F4
Pursuant to the terms of the Merger Agreement, upon consummation of the transactions contemplated thereby, each Restricted Stock Unit was automatically canceled and converted into the right to receive an amount in cash, without interest and less applicable taxes, equal to (1) the total number of shares of common stock subject to such Restricted Stock Unit multiplied by (2) $86.50.
Footnote F5
The restricted stock units were originally scheduled to vest in three equal annual installments beginning on February 24, 2022. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the Issuer's Board of Directors on December 20, 2021, in connection with the Merger Agreement.
Footnote F6
This fully vested option was cancelled in connection with the Merger Agreement in exchange for a cash payment of $398,343.21, representing the difference between the exercise price of the option and the market value of the underlying common stock on the effective date of the merger ($86.50 per share).