Steffen Hahn - 21 Feb 2023 Form 4 Insider Report for Weber Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
23 Feb 2023, 20:16:13 UTC
Prior SEC filing
09 Nov 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Erik Chalut as Attorney-in-Fact for Steffen Hahn

Key filing fact

Steffen Hahn filed Form 4 for Weber Inc. on 23 Feb 2023.

Key facts

  • This page summarizes Steffen Hahn's Form 4 filing for Weber Inc..
  • 5 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 23 Feb 2023, 20:16.

Change

  • Previous filing in this sequence was filed on 09 Nov 2022.
  • Current net transaction value: -$187,283.

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.

WEBR transaction

Class A Common Stock

Other

Transaction value
$187,283
Shares
-23,265
Change %
-12%
Price
$8.05
Shares after
172,037
Date
21 Feb 2023
Ownership
Direct
Footnotes
F1, F2
WEBR transaction

Class A Common Stock

Other

Transaction value
Shares
-172,037
Change %
-100%
Price
Shares after
0
Date
21 Feb 2023
Ownership
Direct
Footnotes
F1, F3
WEBR transaction

Class B Common Stock

Other

Transaction value
Shares
-40,346
Change %
-100%
Price
Shares after
0
Date
21 Feb 2023
Ownership
See footnote
Footnotes
F1, F4, F5

Reported derivative securities

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

WEBR transaction Derivative

Stock Option

Other

Transaction value
Shares
-65,000
Change %
-100%
Price
Shares after
0
Date
21 Feb 2023
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
65,000
Exercise price
$18.05
Footnotes
F1, F6, F7
WEBR transaction Derivative

LLC Units in Weber HoldCo LLC

Other

Transaction value
Shares
-40,346
Change %
-100%
Price
Shares after
0
Date
21 Feb 2023
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
40,346
Exercise price
$0.000000
Footnotes
F1, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Steffen Hahn 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

On February 21, 2023, Ribeye Parent, LLC ("Parent") acquired the issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the issuer, Parent and Ribeye Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), dated as of December 11, 2022 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the issuer, with the issuer surviving such merger as a wholly owned subsidiary of Parent (the "Merger").

Footnote F2

Reflects shares of Class A common stock of the issuer ("Class A Common Stock") that, pursuant to the Merger Agreement and in connection with the consummation of the Merger, were automatically canceled and converted into the right to receive the Merger consideration.

Footnote F3

Represents shares of Class A Common Stock pursuant to awards of restricted stock units ("RSUs") granted to the reporting person. Pursuant to the Merger Agreement and in connection with the consummation of the Merger, shares of Class A Common Stock underlying RSUs were converted into an identical number of newly issued shares of the surviving corporation.

Footnote F4

Reflects shares of Class B common stock of the issuer ("Class B Common Stock") and common units of Weber HoldCo LLC ("LLC Units") in which the reporting person holds an indirect pecuniary interest through ownership of corresponding common units of Weber-Stephen Management Pool LLC ("Management Pool LLC"). The Class B Common Stock (and a corresponding number of LLC Units) may be distributed to the reporting person at the reporting person's election, in which case the reporting person may then require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of the Class A Common Stock on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment. The LLC Units do not expire.

Footnote F5

Pursuant to the Merger Agreement and in connection with the consummation of the Merger, underlying shares were converted into an identical number of newly issued shares of the surviving corporation.

Footnote F6

Reflects stock options that were granted on October 14, 2021, which vest and become exercisable in equal annual installments over three years subject to continued employment through the applicable vesting date, unless the reporting person leaves employment due to death or disability.

Footnote F7

Pursuant to the Merger Agreement and in connection with the consummation of the Merger, shares of Class A Common Stock underlying stock options were converted into an identical number of newly issued shares of the surviving corporation.

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