Key facts
- This page summarizes David Eugene Russell's Form 4 filing for Vizio Holding Corp..
- 3 reported transactions and 0 derivative rows are listed below.
- Accepted by SEC: 03 Dec 2024, 10:08.
David Eugene Russell - 03 Dec 2024 Form 4 Insider Report for Vizio Holding Corp.
- Reporting relationship
- Director
- Issuer ticker
- N/A
- Reported as of
- 03 Dec 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 03 Dec 2024, 10:08:11 UTC
- Prior SEC filing
- 14 Jun 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Jerry Huang, under power of attorney
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
David Eugene Russell filed Form 4 for Vizio Holding Corp. on 03 Dec 2024.
Change
- Previous filing in this sequence was filed on 14 Jun 2024.
- 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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
VZIO
transaction
Class A Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -369,687
- Change %
- -96%
- Price
- Shares after
- 14,072
- Date
- 03 Dec 2024
- Ownership
- Direct
- Footnotes
- F1, F2, F3
VZIO
transaction
Class A Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -14,072
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 03 Dec 2024
- Ownership
- Direct
- Footnotes
- F3, F4
VZIO
transaction
Class A Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -2,436,542
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 03 Dec 2024
- Ownership
- See footnote
- Footnotes
- F2, F5
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
David Eugene Russell 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
The number of shares reflects the transfer on April 18, 2024 of 270,000 shares from the David E. Russell Grantor Retained Annuity Trust, of which the Reporting Person served as Trustee, to the Reporting Person.
Footnote F2
Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated February 19, 2024, by and among the Issuer, Walmart Inc., a Delaware corporation ("Parent"), and Vista Acquisition Corp., Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), on December 3, 2024, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, the shares of Class A Common Stock reported on this Form 4 were cancelled and converted into the right to receive $11.50 in cash per share without interest (the "Merger Consideration"), subject to applicable withholding taxes and the terms and conditions of the Merger Agreement.
Footnote F3
These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Class A Common Stock of the Issuer.
Footnote F4
Pursuant to the Merger Agreement, each RSU award held by a non-employee director that was outstanding and unvested as of immediately before the effective time of the Merger (a "Director RSU Award") accelerated and became fully vested. At the effective time of the Merger, each Director RSU Award was cancelled in exchange for the right to receive an amount in cash equal to the product of (1) the Merger Consideration multiplied by (2) the total number of shares of Issuer's Class A Common Stock covered by such Director RSU Award, subject to applicable withholding taxes.
Footnote F5
These shares are held by T-Russ-D, LLC, a limited liability company held in a trust of which the Reporting Person serves as Trustee.
SEC remarks
The foregoing descriptions in the footnotes to this Form 4 are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.