Jack L. Howard - 02 Jan 2025 Form 4 Insider Report for Steel Connect, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
06 Jan 2025, 19:27:37 UTC
Prior SEC filing
17 Dec 2024
Next SEC filing
21 Feb 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Maria Reda, as Attorney-in-Fact for Jack L. Howard

Key filing fact

Jack L. Howard filed Form 4 for Steel Connect, Inc. on 06 Jan 2025.

Key facts

  • This page summarizes Jack L. Howard's Form 4 filing for Steel Connect, Inc..
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 06 Jan 2025, 19:27.

Change

  • Previous filing in this sequence was filed on 17 Dec 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

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.

STCN transaction

Common Stock, $0.01 par value

Disposed to Issuer

Transaction value
Shares
-114,828
Change %
-100%
Price
Shares after
0
Date
02 Jan 2025
Ownership
Direct
Footnotes
F1, F2, F3, 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

Jack L. Howard 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 reporting person is a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares"). The reporting person disclaims beneficial ownership of the Shares owned directly by the other members of the Section 13(d) group except to the extent of his pecuniary interest therein.

Footnote F2

On January 2, 2025, Steel Excel Sub I, LLC ("Merger Sub") merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned subsidiary of Steel Partners Holdings L.P. (the "Merger").

Footnote F3

At the effective time of the Merger (the "Effective Time"), each Share issued and outstanding immediately prior to the Effective Time (other than (A) Shares owned by Merger Sub, the Issuer or any of the Issuer's wholly owned subsidiaries (the "Excluded Shares") and (B) Shares held by stockholders who have properly and validly exercised their statutory rights of appraisal in respect of such Shares in accordance with Section 262 of the Delaware General Corporation Law (the "Dissenting Shares")), was cancelled and automatically converted into the right to receive (i) cash consideration equal to $11.45 per Share (the "Per Share Cash Merger Consideration") and (ii) one Reith CVR per Share (together with the Per Share Cash Merger Consideration, the "Per Share Merger Consideration").

Footnote F4

Includes 7,150 shares of restricted stock (each a "Restricted Share") issued by the Issuer pursuant to, or otherwise governed by, any Issuer equity plan, that were outstanding immediately prior to the Effective Time. At the Effective Time, each Restricted Share became fully vested, and subject to any applicable tax withholding on such acceleration, and, subject to the terms of the CVR Agreement, each holder of a Restricted Share received the Per Share Merger Consideration.

Footnote F5

The officers and directors of the Issuer have waived any right to receive any portion of the Reith Net Litigation Proceeds with respect to any Reith CVR received in the Merger.

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