Andrew Axelrod - 03 Nov 2022 Form 4 Insider Report for Stonemor Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
07 Nov 2022, 15:00:25 UTC
Next SEC filing
31 Aug 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
AXAR CAPITAL MANAGEMENT, LP, By: Axar GP LLC, its general partner, By:/s/ Andrew Axelrod, its Sole Member

Key filing fact

Andrew Axelrod filed Form 4 for Stonemor Inc. on 07 Nov 2022.

Key facts

  • This page summarizes Andrew Axelrod's Form 4 filing for Stonemor Inc..
  • 3 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 07 Nov 2022, 15:00.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: -$310,247,768.

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.

STON transaction

Common Stock, par value $0.01 (Common Stock)

Award

Transaction value
$310,215,658
Shares
-88,633,045
Change %
-100%
Price
$3.50
Shares after
0
Date
03 Nov 2022
Ownership
See footnote
Footnotes
F1, F2

Reported derivative securities

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

STON transaction Derivative

Equity Swaps (obligation to buy)

Other

Transaction value
Shares
-1,536,717
Change %
-100%
Price
Shares after
0
Date
03 Nov 2022
Ownership
See footnote
Underlying class
Common Stock
Underlying amount
1,536,717
Exercise price
Footnotes
F2, F3
STON transaction Derivative

Restricted Phantom Common Stock

Award

Transaction value
$32,110
Shares
-9,174
Change %
-100%
Price
$3.50
Shares after
0
Date
03 Nov 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
9,174
Exercise price
Footnotes
F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

As described in the Schedule 13D/A filed by the Reporting Persons with the Securities and Exchange Commission on the date hereof (the "Schedule 13D/A"), on November 3, 2022, the Merger was consummated and all the shares of Common Stock held by the Reporting Persons were contributed pursuant to the terms of the Contribution Agreement. At the Effective Time, shareholders of the Issuer ceased to have any rights with respect to shares of the Common Stock, except their rights under the Merger Agreement. Capitalized terms used but not defined in this Form 4 shall have the meaning set forth in the Schedule 13D/A.

Footnote F2

This Form 4 is filed by Axar Capital Management, LP (the "Investment Manager"), Axar GP LLC ("GP") and Mr. Andrew Axelrod, with respect to the securities held by certain funds and/or managed accounts (collectively, the "Axar Vehicles"). The Investment Manager serves as the investment manager of the Axar Vehicles. GP is the general partner of Investment Manager. Mr. Andrew Axelrod serves as the sole member of the GP.

Footnote F3

Settlement of cash settled equity swaps with reference prices ranging from $3.1227 to $7.5565. The cash settled equity swaps were settled pursuant to their terms. The swaps were exercisable at any time and had an expiration date of June 20, 2025. The notional shares settled under the swap contract were settled at a settlement price of $3.50.

Footnote F4

This award of restricted phantom Common Stock was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $32,110.09, representing the cash merger consideration.

SEC remarks

Because Andrew Axelrod serves on the board of directors of the Issuer as a representative of the Reporting Persons, each of the Investment Manager and the GP is a director by deputization.

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