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Cabrere Eleanor P 4

Accession 0000808450-21-000050

CIK 0000808450other

Filed

Jul 1, 8:00 PM ET

Accepted

Jul 2, 10:28 AM ET

Size

8.4 KB

Accession

0000808450-21-000050

Insider Transaction Report

Form 4
Period: 2021-07-01
Cabrere Eleanor P
Corporate Secretary
Transactions
  • Disposition to Issuer

    Common Stock

    2021-07-01$44.50/sh2,706$120,4170 total
  • Disposition to Issuer

    Restricted Stock Units

    2021-07-01$44.50/sh356$15,8420 total
    Common Stock (356 underlying)
Footnotes (3)
  • [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of November 7, 2020 (the "Merger Agreement"), by and among Navistar International Corporation, a Delaware Corporation (the "Issuer"), TRATON SE, a Societas Europaea ("TRATON") and Dusk Inc., a Delaware Corporation and a wholly owned indirect subsidiary of TRATON ("Merger Sub"), Merger Sub was merged with and into the Issuer (the "Merger") with the Issuer continuing as the surviving corporation and an indirect subsidiary of TRATON (the "Surviving Corporation"). As a result of the Merger, each share of Issuer Common Stock was automatically converted into the right to receive an amount in cash equal to $44.50 (the "Merger Consideration").
  • [F2]Each restricted stock unit (RSU) represented the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis.
  • [F3]Pursuant to the Merger Agreement, each RSU was canceled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (a) $44.50, by (b) the total number of shares of Issuer Common Stock underlying such award. These RSUs were from a grant of 1,068 shares granted on February 13, 2019, that have been paid in cash as to 356 shares on February 13, 2020; and as to 356 shares on February 13, 2021; the remaining 356 shares, which were settled pursuant to the Merger, were scheduled to vest and pay out on February 13, 2022.

Issuer

NAVISTAR INTERNATIONAL CORP

CIK 0000808450

Entity typeother

Related Parties

1
  • filerCIK 0001850111

Filing Metadata

Form type
4
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 10:28 AM ET
Size
8.4 KB