Form 4: Aspen Technology CEO Pietri Disposes of Shares and Options Following Merger with Emerson Electric
SEC Form 4
Antonio J. Pietri, CEO of Aspen Technology, reports the disposal of shares and derivative securities following the completion of the merger with Emerson Electric Co.
Summary
- Antonio J. Pietri, the President and CEO of Aspen Technology, filed a Form 4 detailing changes in his beneficial ownership of the company's securities.
- The filing reports the disposal of 121,600 common stock shares on March 11, 2025, and 13 shares on March 12, 2025, due to the merger with Emerson Electric Co.
- These shares were converted into the right to receive $265.00 per share in cash.
- Additionally, 11,450 shares held indirectly through a GRAT were disposed of on March 11, 2025.
- 50,276 restricted stock units (RSUs) were also disposed of and converted into RSUs of Emerson Electric Co.
- Various employee stock options were cancelled and converted into the right to receive cash, with options having an exercise price greater than or equal to $265.00 being cancelled with no consideration.
- The merger, effective March 12, 2025, resulted in the cancellation of Aspen Technology shares and their conversion into cash or Emerson Electric RSUs.
Sentiment
Score: 7
Explanation: The document is a standard regulatory filing related to a merger. While it doesn't contain overtly positive or negative information, the completion of a merger is generally viewed as a positive event for shareholders who receive a premium for their shares.
Future Outlook
The document primarily reports on the completion of the merger; no specific future outlook for Aspen Technology as a separate entity is provided.
Industry Context
This announcement reflects a significant consolidation in the technology sector, with Emerson Electric acquiring Aspen Technology. Such mergers often aim to create synergies and expand market reach for the acquiring company.
Stakeholder Impact
- Shareholders of Aspen Technology received $265.00 per share in cash as a result of the merger.
- Employees with RSUs received RSUs in Emerson Electric Co.
- Employees with stock options received cash for their options, if the exercise price was below the merger consideration.
Key Dates
| Date | Description |
|---|---|
| January 26, 2025 | Date of the Agreement and Plan of Merger between Aspen Technology, Emerson Electric Co., and Emersub CXV, Inc. |
| March 11, 2025 | Disposal of 121,600 common stock shares and 11,450 shares held through a GRAT. |
| March 12, 2025 | Effective date of the merger; disposal of 13 common stock shares and cancellation of stock options and RSUs. |
| March 13, 2025 | Date of signature for the Form 4 filing. |
| May 31, 2032 | Expiration date of one of the Common Stock Option (Right to Buy) derivatives. |
| December 27, 2030 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| August 31, 2031 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| September 03, 2028 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| September 02, 2029 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| August 31, 2026 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| August 31, 2027 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
| August 02, 2025 | Expiration date of one of the Employee Stock Option (Right to Buy) derivatives. |
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