Erik Akopiantz - 13 Nov 2024 Form 4 Insider Report for INSTRUCTURE HOLDINGS, INC.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 13 Nov 2024
Net transaction value: -$1,319,594
SEC form: 4
Accepted by SEC: 14 Nov 2024, 17:43:13 UTC
Prior SEC filing: 06 Sep 2024
Source filing: View source filing
Reporting owner signature: /s/ Matthew A. Kaminer, by Power of Attorney

Key filing fact

Erik Akopiantz filed Form 4 for INSTRUCTURE HOLDINGS, INC. on 14 Nov 2024.

Key facts

This page summarizes Erik Akopiantz's Form 4 filing for INSTRUCTURE HOLDINGS, INC..
1 reported transaction and 0 derivative rows are listed below.
Accepted by SEC: 14 Nov 2024, 17:43.

Change

Previous filing in this sequence was filed on 06 Sep 2024.
Current net transaction value: -$1,319,594.

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.

INST transaction

Common Stock, $0.01 par value per share

Disposed to Issuer

Transaction value: $1,319,594
Shares: -55,915
Change %: -100%
Price: $23.60
Shares after: 0
Date: 13 Nov 2024
Ownership: Direct
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

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

Explanation of responses 2 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated July 25, 2024, by and among the Issuer, Icon Acquisition Sub Inc. ("Merger Sub") and Icon Parent Inc. ("Parent"), Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Parent, and at the time of the Merger (the "Effective Time") each issued and outstanding share of the Issuer's Common Stock, par value $0.01 per share (the "Common Stock"), owned by the Reporting Person was cancelled and converted into the right to receive $23.60 per share in cash without interest thereon (the "Per Share Price").

Footnote F2

The shares of Common Stock reported as disposed by the Reporting Person include 21,718 restricted stock units of the Issuer that were outstanding and vested as of immediately prior to the Effective Time or that vested in accordance with their terms as a result of the consummation of the transactions contemplated by the Merger Agreement (the "Vested RSUs"). The Vested RSUs were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) the Per Share Price and (b) the number of shares of Common Stock subject to such RSUs as of immediately prior to the Effective Time.