Herbert M. Mueller - 22 Apr 2022 Form 4 Insider Report for VOLT INFORMATION SCIENCES, INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
26 Apr 2022, 13:07:22 UTC
Prior SEC filing
23 Sep 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Nancy T. Avedissian, Attorney-in-Fact

Key filing fact

Herbert M. Mueller filed Form 4 for VOLT INFORMATION SCIENCES, INC. on 26 Apr 2022.

Key facts

  • This page summarizes Herbert M. Mueller's Form 4 filing for VOLT INFORMATION SCIENCES, INC..
  • 6 reported transactions and 5 derivative rows are listed below.
  • Accepted by SEC: 26 Apr 2022, 13:07.

Change

  • Previous filing in this sequence was filed on 23 Sep 2021.
  • 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.

VOLT transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-140,424
Change %
-100%
Price
Shares after
0
Date
22 Apr 2022
Ownership
Direct
Footnotes
F1

Reported derivative securities

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

VOLT transaction Derivative

Performance Unit

Award

Transaction value
$0
Shares
+11,621
Change %
Price
$0.000000*
Shares after
0
Date
25 Apr 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
11,621
Exercise price
$0.000000
Footnotes
F2, F3
VOLT transaction Derivative

Performance Unit

Disposed to Issuer

Transaction value
$0
Shares
-11,621
Change %
-100%
Price
$0.000000*
Shares after
0
Date
25 Apr 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
11,621
Exercise price
$0.000000
Footnotes
F4
VOLT transaction Derivative

Performance Unit

Award

Transaction value
$0
Shares
+77,685
Change %
Price
$0.000000*
Shares after
0
Date
25 Apr 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
77,685
Exercise price
$0.000000
Footnotes
F2, F5
VOLT transaction Derivative

Performance Unit

Disposed to Issuer

Transaction value
$0
Shares
-77,685
Change %
-100%
Price
$0.000000*
Shares after
0
Date
25 Apr 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
77,685
Exercise price
$0.000000
Footnotes
F4
VOLT transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value
$0
Shares
-154,737
Change %
-100%
Price
$0.000000*
Shares after
0
Date
25 Apr 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
154,737
Exercise price
$0.000000
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

Herbert M. Mueller 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

Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 12, 2022 (the "Merger Agreement"), by and among Vega Consulting, Inc., a Delaware corporation ("Parent"), Vega MergerCo, Inc., a New York corporation and wholly owned subsidiary of Parent, and Volt Information Sciences, Inc., a New York corporation (the "Company"), in exchange for $6.00 per share upon the consummation of the transactions contemplated by the Merger Agreement (the "Merger") or in the related preceding tender offer (the "Tender Offer") at the same price. The Tender Offer expired on April 22, 2022, and the Merger closed on April 25, 2022.

Footnote F2

Performance units convert into common stock on a one-for-one basis.

Footnote F3

On September 3, 2019, the reporting person was granted 59,904 performance stock units. The performance units were eligible to vest 1/3 in each of the three years following June 14, 2019 based on the Company's achievement of certain financial performance goals measured over the applicable fiscal year performance period. At the maximum level of achievement, up to 150% of the units granted were eligible to vest.

Footnote F4

Upon consummation of the Merger, these performance units were deemed to be earned and each was cancelled in exchange for a cash payment equal to $6.00.

Footnote F5

On June 15, 2021, the reporting person was granted 66,587 performance stock units. The performance units were eligible to vest 1/3 in each of the three years following the grant date based on the Company's achievement of certain financial performance goals measured over the applicable fiscal year performance period. At the maximum level of achievement, up to 150% of the units granted were eligible to vest.

Footnote F6

Upon consummation of the Merger, each time-based restricted stock unit was cancelled in exchange for a cash payment equal to $6.00.

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