4//SEC Filing
Bays Richard 4
Accession 0000950170-24-118624
CIK 0001835512other
Filed
Oct 29, 8:00 PM ET
Accepted
Oct 30, 8:54 AM ET
Size
12.3 KB
Accession
0000950170-24-118624
Insider Transaction Report
Form 4
Bays Richard
SVP & CIO
Transactions
- Disposition to Issuer
Common Stock, par value $0.0001 per share
2024-10-30−30,716→ 0 total - Disposition to Issuer
$11 Retention Restricted Stock Units
2024-10-30−15,909→ 0 totalFrom: 2022-03-25Exp: 2027-03-25→ Common Stock (15,909 underlying) - Disposition to Issuer
Restricted Stock Units
2024-10-30−151,250→ 0 total→ Common Stock (151,250 underlying) - Disposition to Issuer
$13 Retention Restricted Stock Units
2024-10-30−13,456→ 0 totalFrom: 2022-03-25Exp: 2027-03-25→ Common Stock (13,456 underlying)
Footnotes (2)
- [F1]On October 30, 2024, the reported securities were disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 15, 2024, by and among Terran Orbital Corporation, a Delaware corporation ("Terran"), Lockheed Martin Corporation, a Maryland corporation ("Parent"), and Tholian Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into Terran with Terran as the surviving corporation of the merger (the "Merger"). Upon the effectiveness of the Merger, the reporting person received $0.25 in cash, without interest (the "Merger Consideration"), for each share of common stock, par value $0.0001 per share, of Terran (the "Common Stock").
- [F2]Upon the effectiveness of the Merger and pursuant to the Merger Agreement, each restricted stock unit with respect to the Common Stock (the "Company RSUs") held by the reporting person automatically became fully vested and was cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding of taxes, equal to the product of (i) the total number of shares of Common Stock underlying such Company RSU held by the reporting person multiplied by (ii) the Merger Consideration.
Documents
Issuer
Terran Orbital Corp
CIK 0001835512
Entity typeother
Related Parties
1- filerCIK 0001973108
Filing Metadata
- Form type
- 4
- Filed
- Oct 29, 8:00 PM ET
- Accepted
- Oct 30, 8:54 AM ET
- Size
- 12.3 KB