Form 4: ALLETE Executive Sells Shares Post-Merger

ALLETE VP Colin B. Anderson disposed of all beneficial ownership in ALLETE common stock and restricted stock units following the company's merger into Alloy Parent LLC for $67.00 per share.

Summary

• Colin B. Anderson, VP-ALLETE Chief Accounting Officer & Controller, reported the disposition of all his beneficial ownership in ALLETE Inc. common stock.
• The transactions occurred on December 15, 2025, coinciding with the effective time of the merger between ALLETE Inc. and Alloy Merger Sub LLC, a subsidiary of Alloy Parent LLC.
• In the merger, each share of ALLETE common stock was converted into the right to receive $67.00 in cash.
• Anderson disposed of 518.58 shares of common stock, which included shares acquired through a dividend reinvestment plan, for $67.00 per share.
• He also disposed of 1,678.6 shares of common stock, which included shares acquired through dividend equivalents on restricted stock units (RSUs).
• Additionally, 351.56 shares held indirectly through the Company's retirement savings and stock ownership plan (RSOP) were disposed of for $67.00 per share.
• Outstanding and unvested RSUs were canceled and converted into contingent cash awards, with a value based on the number of shares subject to the RSU multiplied by the $67.00 merger consideration, subject to original vesting conditions and withholding taxes.
• The disposition of securities by the reporting person in the merger was approved by ALLETE's board of directors under Rule 16b-3.

Sentiment

Score: 7

Explanation: The filing reports the expected completion of a merger and the conversion of insider holdings into cash or cash-equivalent awards, which is a positive outcome for the reporting person and indicates a successful corporate action for the company.

Positives

• The reporting person received $67.00 per share in cash for all directly and indirectly owned common stock, providing a clear liquidity event.
• Restricted stock units were converted into contingent cash awards, preserving their value based on the merger consideration and original vesting terms.

Future Outlook

ALLETE Inc. has completed its merger with Alloy Merger Sub LLC and is now a subsidiary of Alloy Parent LLC. All publicly traded common stock has been converted to cash, and outstanding restricted stock units have been converted to contingent cash awards, subject to their original vesting conditions.

Industry Context

This filing reflects the final stages of a corporate acquisition, a common occurrence in various industries, including the utilities sector where ALLETE Inc. operates. Such mergers often lead to the delisting of the acquired company's stock and the conversion of shareholder equity into cash or shares of the acquiring entity.

Corporate Governance

Stakeholder Impact

• Shareholders: All common stock was converted into $67.00 cash per share, providing a definitive return on investment.
• Employees (with RSUs): Restricted stock units were converted into contingent cash awards, maintaining their value and original vesting conditions.

Next Steps

• Colin B. Anderson is no longer subject to Section 16 reporting requirements for ALLETE Inc. securities.

Key Dates

Keywords

ALLETE Inc., ALE, Merger, Form 4, Insider Transaction, Beneficial Ownership, Common Stock, Restricted Stock Units, Cash Consideration, Corporate Action