Thompson S. Baker II - 21 Dec 2023 Form 4 Insider Report for PATRIOT TRANSPORTATION HOLDING, INC.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 21 Dec 2023
Net transaction value: -$5,142,258
SEC form: 4
Accepted by SEC: 21 Dec 2023, 14:37:37 UTC
Prior SEC filing: 07 Nov 2023
Next SEC filing: 13 Feb 2024
Source filing: View source filing
Reporting owner signature: /s/Thompson S. Baker II

Key filing fact

Thompson S. Baker II filed Form 4 for PATRIOT TRANSPORTATION HOLDING, INC. on 21 Dec 2023.

Key facts

This page summarizes Thompson S. Baker II's Form 4 filing for PATRIOT TRANSPORTATION HOLDING, INC..
8 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 21 Dec 2023, 14:37.

Change

Previous filing in this sequence was filed on 07 Nov 2023.
Current net transaction value: -$5,142,258.

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.

PATI transaction

Common Stock

Disposed to Issuer

Transaction value: $1,467,611
Shares: -90,259
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: Held in Living Trust
Footnotes: F1

PATI transaction

Common Stock

Disposed to Issuer

Transaction value: $11,919
Shares: -733
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: Held by wife
Footnotes: F1

PATI transaction

Common Stock

Disposed to Issuer

Transaction value: $35,756
Shares: -2,199
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: See footnote
Footnotes: F1, F2

PATI transaction

Common Stock

Disposed to Issuer

Transaction value: $573,832
Shares: -35,291
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: See footnote
Footnotes: F1, F3

PATI transaction

Common Stock

Disposed to Issuer

Transaction value: $1,721,397
Shares: -105,867
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: See footnote
Footnotes: F1, F4

Reported derivative securities

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

PATI transaction Derivative

Option to Buy

Disposed to Issuer

Transaction value: $204,404
Shares: -12,571
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,571
Exercise price: $10.02
Footnotes: F5

PATI transaction Derivative

Option to Buy

Disposed to Issuer

Transaction value: $468,694
Shares: -28,825
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 28,825
Exercise price: $8.84
Footnotes: F5

PATI transaction Derivative

Option to Buy

Disposed to Issuer

Transaction value: $658,644
Shares: -40,507
Change %: -100%
Price: $16.26
Shares after: 0
Date: 21 Dec 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 40,507
Exercise price: $7.95
Footnotes: F5

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Thompson S. Baker II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

Pursuant to an Agreement and Plan of Merger, each share of common stock was converted into the right to receive $16.26 per share in cash (the "Merger Consideration"). Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option. Each outstanding SAR was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying each such SAR and (ii) the excess, if any, of (x) the Merger Consideration over (y) the per-share SAR Price.

Footnote F2

Shares held in trust by the Reporting Person and his wife for the benefit of the Reporting Person's children.

Footnote F3

Shares held by the Reporting Person as trustee for the separate trust for Thompson S. Baker II created under the Cynthia L. Baker Trust U/A/D April 30, 1965.

Footnote F4

Shares held by the Reporting Person and his siblings as trustees for separate trusts for the Reporting Person's siblings created under the Cynthia L. Baker Trust U/A/D April 30, 1965. The Reporting Person disclaims beneficial ownership of these shares.

Footnote F5

Each outstanding stock option was cancelled in exchange for the right to receive a cash payment of an amount equal to the product of (i) the total number of shares of common stock underlying such stock option and (ii) the excess of the (x) Merger Consideration over the (y) per-share exercise price of the stock option.