4//SEC Filing
Holcomb James B 4
Accession 0000899243-23-017797
CIK 0001494319other
Filed
Aug 3, 8:00 PM ET
Accepted
Aug 4, 2:51 PM ET
Size
21.5 KB
Accession
0000899243-23-017797
Insider Transaction Report
Form 4
Holcomb James B
SVP, President North America
Transactions
- Disposition to Issuer
Common Stock
2023-08-01$36.15/sh−26,621$962,349→ 0 total - Disposition to Issuer
Common Stock
2023-08-01$36.15/sh−100$3,615→ 0 total(indirect: By Spouse) - Disposition to Issuer
Performance-Based Restricted Stock Units
2023-08-01$36.15/sh−6,777$244,989→ 0 total→ Common Stock (6,777 underlying) - Disposition to Issuer
Restricted Stock Units
2023-08-01$36.15/sh−8,211$296,828→ 0 total→ Common Stock (8,211 underlying) - Disposition to Issuer
Restricted Stock Units - 23
2023-08-01$36.15/sh−13,010$470,312→ 0 total→ Common Stock (13,010 underlying) - Disposition to Issuer
Restricted Stock Units -21
2023-08-01$36.15/sh−4,707$170,158→ 0 total→ Common Stock (4,707 underlying) - Disposition to Issuer
Restricted Stock Units- 22
2023-08-01$36.15/sh−9,400$339,810→ 0 total→ Common Stock (9,400 underlying) - Disposition to Issuer
Restricted Stock Units- 22:1
2023-08-01$36.15/sh−14,908$538,924→ 0 total→ Common Stock (14,908 underlying)
Footnotes (2)
- [F1]Represents shares of Univar Solutions Inc. ("Univar") common stock disposed of in connection with the Agreement and Plan of Merger ("Merger Agreement"), dated as of March 13, 2023, by and among Univar and affiliates of funds managed by Apollo Global Management, Inc. In accordance with the Merger Agreement, at the effective time, each share of Univar common stock held by the reporting person was converted into the right to receive $36.15 in cash (the "Merger Consideration"). In addition, pursuant to a Rollover Agreement (the "Rollover Agreement"), among Windsor Management Holdings, L.P. ("Parent"), Windsor Holdings One, Inc. ("Windsor One"), and the reporting person and affiliates of the reporting person, the reporting person contributed shares, at a value of $36.15 per share, to Windsor One and subsequently contributed shares of Windsor One to Parent in exchange for a number common and preferred units of Parent calculated pursuant to the Rollover Agreement.
- [F2]In accordance with the Merger Agreement, at the effective time, each restricted stock unit award, other than performance-based restricted stock units ("PRSU Awards"), was cashed out based on the Merger Consideration. Each PRSU Award became fully vested with respect to a number of shares equal to: (a) for each such award granted in 2021, 170% of the target number of shares covered by the award, (b) for each such award granted in 2022, 150% of the target number of shares covered by the award and (c) for each such award granted on or following January 1, 2023, the target number of shares covered by such award. To the extent that a PRSU Award became vested, the PRSU Award was cashed out based on the Merger Consideration.
Documents
Issuer
Univar Solutions Inc.
CIK 0001494319
Entity typeother
Related Parties
1- filerCIK 0001841977
Filing Metadata
- Form type
- 4
- Filed
- Aug 3, 8:00 PM ET
- Accepted
- Aug 4, 2:51 PM ET
- Size
- 21.5 KB