4//SEC Filing
Hass David W. 4
Accession 0000884713-24-000115
CIK 0000884713other
Filed
Nov 11, 7:00 PM ET
Accepted
Nov 12, 5:42 PM ET
Size
12.1 KB
Accession
0000884713-24-000115
Insider Transaction Report
Form 4
Hass David W.
Chief Financial Officer
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2024-11-08−14,822→ 0 totalExercise: $9.76Exp: 2030-05-04→ Common Shares (14,822 underlying) - Disposition to Issuer
Common Shares
2024-11-08−170,900.391→ 0 total - Disposition to Issuer
Common Shares
2024-11-08−48,835→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Option (right to buy)
2024-11-08−7,878→ 0 totalExercise: $15.84Exp: 2030-12-09→ Common Shares (7,878 underlying)
Footnotes (3)
- [F1]The reported securities include 45,476 shares underlying time-based restricted share units ("RSUs") that have not yet vested. Pursuant to that certain Arrangement Agreement and Plan of Merger, dated June 16, 2024, (as amended, the "Arrangement Agreement"), by and among the Issuer, Triton Water Parent, Inc. ("BlueTriton"), Triton US HoldCo, Inc., a wholly-owned subsidiary of BlueTriton ("Primo Brands Corporation" formerly referred to as "NewCo"), Triton Merger Sub 1, Inc., a wholly-owned subsidiary of Primo Brands Corporation and 1000922661 Ontario Inc., a wholly-owned subsidiary of Primo Brands Corporation, the reported securities were disposed of in exchange for shares or RSUs, as the case may be, of Primo Brands Corporation Class A common stock at an exchange ratio of 1:1.
- [F2]Includes (i) 38,024 shares held by David W. Hass Living Trust, of which reporting person is a trustee, (ii) 3,846 shares held by a Roth IRA for the benefit of the reporting person, (iii) 3,481 shares owned by HB Capital LLC, of which reporting person is a member, (iv) 2,656 shares held by the nieces and nephews of the reporting person through custodial accounts under the Uniform Transfers to Minors Act for which the reporting person is custodian, and (v) 828 shares held through reporting person's spouse. The reporting person may be deemed an indirect beneficial owner of the securities held directly by HB Capital LLC. The reporting person disclaims beneficial ownership of the securities held directly by HB Capital LLC, except to the extent of his pecuniary interest therein.
- [F3]Pursuant to the Arrangement Agreement, the reported stock options were disposed of in exchange for stock options to purchase Class A common shares of Primo Brands Corporation on the same terms and conditions of the Reporting Person's existing option grant award.
Documents
Issuer
Primo Water Corp /CN/
CIK 0000884713
Entity typeother
Related Parties
1- filerCIK 0001706875
Filing Metadata
- Form type
- 4
- Filed
- Nov 11, 7:00 PM ET
- Accepted
- Nov 12, 5:42 PM ET
- Size
- 12.1 KB