Form 4: Avangrid Executive Disposes of Shares and Performance Units Following Merger

Avangrid's Senior Vice President, R. Scott Mahoney, disposed of common stock and performance stock units as a result of the merger with Iberdrola, S.A.

Summary

• R. Scott Mahoney, a Senior Vice President at Avangrid, disposed of 5,932 shares of common stock at $35.75 per share due to the merger with Iberdrola, S.A.
• Additionally, Mahoney's performance stock units were cancelled as part of the merger agreement.
• These cancelled performance stock units included 9,100 units that were to vest by March 31, 2025, 42,000 units that were to vest by February 28, 2028, and 5,333 phantom stock units that were to vest by February 16, 2026.
• In exchange for the cancelled performance stock units, Mahoney will receive cash payments based on the $35.75 per share merger consideration.
• The cash payments for the 9,100 units will be made on or before March 31, 2025.
• The cash payments for the 42,000 units will be made in three installments, with the first on May 1, 2026, the second on April 2, 2027, and the third on March 31, 2028.
• The cash payments for the 5,333 phantom stock units will be made in two equal installments on or before February 16, 2025 and February 16, 2026.

Sentiment

Score: 7

Explanation: The document is a routine regulatory filing related to a merger. While the merger itself is a significant event, the filing is a standard procedure and does not indicate any positive or negative sentiment.

Future Outlook

The document outlines the cash payments that will be made to the reporting person in exchange for cancelled performance stock units, with payments scheduled through 2028.

Industry Context

This filing is a standard SEC Form 4, which is required when company insiders trade securities. The merger with Iberdrola, S.A. is a significant event for Avangrid, and this filing reflects the impact of the merger on executive compensation.

Comparison to Industry Standards

• Form 4 filings are a standard part of US public company reporting and are required by the SEC.
• The cancellation of performance stock units and their conversion to cash payments is a common practice in mergers and acquisitions.
• The timing of the cash payments is typical for such transactions, with payments often spread out over the original vesting schedule of the units.

Stakeholder Impact

• Shareholders have already received the merger consideration of $35.75 per share.
• The executive will receive cash payments for their cancelled performance stock units, as per the merger agreement.

Next Steps

• The reporting person will receive cash payments for the cancelled performance stock units according to the schedule outlined in the document.

Key Dates

Keywords

Merger, Avangrid, Iberdrola, Stock Disposal, Performance Stock Units, Phantom Stock Units, Executive Compensation, Form 4