Form 4: Altair Engineering Director Teresa A. Harris Reports Share Cancellation Following Siemens Acquisition
SEC Form 4
Director Teresa A. Harris reports the cancellation of Class A Common Stock and related derivative securities due to the acquisition of Altair Engineering Inc. by Siemens Industry Software Inc.
Summary
- On March 26, 2025, Altair Engineering Inc. was acquired by Siemens Industry Software Inc.
- As a result of the merger, Teresa A. Harris, a director of Altair, reported changes in her beneficial ownership.
- Each share of Class A Common Stock was canceled and converted into the right to receive $113.00 in cash.
- Restricted stock units (RSUs) were vested, canceled, and converted into the right to receive $113.00 in cash.
- Outstanding options were vested, canceled, and converted into the right to receive the cash value of the option, representing the difference between the exercise price and $113.00.
- Harris received $1,303,929.60 for 12,020 options with an exercise price of $4.52 and $431,280.00 for 4,000 options with an exercise price of $5.18.
Sentiment
Score: 7
Explanation: The sentiment is neutral to positive. The acquisition provides a clear exit strategy for shareholders at a defined price. The director's filing is simply a procedural update following a previously announced event.
Positives
- The acquisition by Siemens resulted in a cash payment of $113.00 per share for Class A Common Stock.
- RSUs and options were cashed out at a premium, benefiting the holders.
Future Outlook
The document does not contain forward-looking statements beyond the completion of the acquisition.
Industry Context
This announcement reflects a trend of consolidation in the engineering software industry, with larger players like Siemens acquiring specialized firms like Altair to expand their product offerings and market reach.
Comparison to Industry Standards
- Acquisition multiples in the software industry vary widely based on growth rate, profitability, and strategic fit.
- Comparable acquisitions in the engineering software space include Siemens' previous acquisitions and those by companies like Autodesk and Dassault Systèmes.
- The $113 per share valuation would need to be compared to Altair's historical trading multiples and analyst estimates to determine if it represents a premium or discount.
Stakeholder Impact
- Shareholders received $113.00 per share in cash.
- Employees' RSUs were vested and converted to cash.
- Option holders received cash payments based on the difference between the exercise price and $113.00.
Key Dates
| Date | Description |
|---|---|
| October 30, 2024 | Date of the merger agreement among Altair, Siemens, and Astra Merger Sub Inc. |
| March 26, 2025 | Date of the acquisition of Altair Engineering Inc. by Siemens Industry Software Inc. |
| November 23, 2026 | Original expiration date of Class A Common Stock Option with exercise price of $4.52 |
| June 09, 2027 | Original expiration date of Class A Common Stock Option with exercise price of $5.18 |
Keywords
Siemens, Altair Engineering, Acquisition, Merger, Class A Common Stock, Options, RSUs, Beneficial Ownership, Form 4
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