Tom Thomas - 01 Nov 2024 Form 4 Insider Report for ITERIS, INC.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 01 Nov 2024
Net transaction value: -$1,861,337
SEC form: 4
Accepted by SEC: 01 Nov 2024, 11:38:31 UTC
Prior SEC filing: 24 Oct 2024
Source filing: View source filing
Reporting owner signature: /s/ Donald R. Reynolds, as Attorney-in-Fact, for Tom Thomas

Key filing fact

Tom Thomas filed Form 4 for ITERIS, INC. on 01 Nov 2024.

Key facts

This page summarizes Tom Thomas's Form 4 filing for ITERIS, INC..
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 01 Nov 2024, 11:38.

Change

Previous filing in this sequence was filed on 24 Oct 2024.
Current net transaction value: -$1,861,337.

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.

ITI transaction

Common Stock

Disposed to Issuer

Transaction value: $1,017,886
Shares: -141,373
Change %: -100%
Price: $7.20
Shares after: 0
Date: 01 Nov 2024
Ownership: Direct
Footnotes: F1, F2, F3

ITI transaction

Common Stock

Disposed to Issuer

Transaction value: $843,451
Shares: -117,146
Change %: -100%
Price: $7.20
Shares after: 0
Date: 01 Nov 2024
Ownership: Trust
Footnotes: F1, F2

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Tom Thomas is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Reflects the disposition of securities pursuant to that certain Agreement and Plan of Merger, dated August 8, 2024, by and among Iteris, Inc. (the "Company"), Almaviva S.p.A ("Parent") and Pantheon Merger Sub Inc. ("Merger Sub"), pursuant to which on November 1, 2024, Merger Sub merged with and into the Company, with the Company continuing as the surviving corporation of the merger and as an indirect wholly owned subsidiary of Parent (the "Merger").

Footnote F2

At the effective time of the Merger (the "Effective Time"), by virtue of the Merger, the shares of common stock, par value $0.10 per share (the "Common Stock") and restricted stock units ("RSUs") held by the reporting person were automatically canceled and converted into the right to receive $7.20 in cash (the "Merger Consideration").

Footnote F3

Includes 11,126 RSUs granted on October 22, 2024, that at the Effective Time, by virtue of the Merger, became fully vested and were automatically cancelled and converted into the right to receive the Merger Consideration.