Form 4: CEO Praeger Disposes AVDX Shares Post-Merger

AvidXchange CEO Michael Praeger disposed of all his direct and indirect holdings in AvidXchange Holdings, Inc. following its merger into a wholly-owned subsidiary.

Summary

• Michael Praeger, CEO and Director of AvidXchange Holdings, Inc. (AVDX), reported the disposition of all his direct and indirect beneficial ownership in the company's common stock and derivative securities on October 15, 2025.
• These transactions occurred in connection with a merger where AvidXchange became a wholly-owned subsidiary of Arrow Borrower 2025, Inc.
• Each outstanding share of common stock was automatically converted into the right to receive $10.00 in cash, without interest.
• Praeger's direct holdings of 1,226,422 shares and indirect holdings of 213,468 shares (held by MP Charitable Trust) and 757,327 shares (held jointly with Cindy Praeger) were converted to cash.
• Additionally, 9,719,576 direct shares and 1,888,652 indirect shares (held by Green and Gold 2014 GRAT) and 1,328,276 indirect shares (held by Green and Gold 2015 GRAT) were contributed and rolled over into units of Arrow Parent 2025, L.P. pursuant to rollover agreements.
• His restricted stock units (65,299) and employee stock options (582,524 at an $8.04 exercise price, 400,000 at a $9.00 exercise price) were also converted into cash awards based on the $10.00 merger consideration.
• Following these transactions, Praeger holds no beneficial ownership in AvidXchange Holdings, Inc. common stock or derivative securities.

Sentiment

Score: 7

Explanation: The sentiment is positive for the reporting person and existing shareholders who realized value through the merger, but neutral regarding the company's future as an independent public entity, as it has been acquired.

Positives

• Reporting person Michael Praeger received cash for his common stock, restricted stock units, and stock options, or rolled over equity into the acquiring entity's parent, realizing value from his holdings.
• The completion of the merger signifies a successful transaction for AvidXchange shareholders who received $10.00 per share in cash.

Negatives

• AvidXchange Holdings, Inc. ceased to be an independent publicly traded company, becoming a wholly-owned subsidiary.
• Public shareholders no longer hold equity in AvidXchange Holdings, Inc.

Future Outlook

AvidXchange Holdings, Inc. is now a wholly-owned subsidiary of Arrow Borrower 2025, Inc., and as such, no longer provides independent forward-looking statements or guidance as a public entity.

Industry Context

This filing reports the finalization of an acquisition, a common occurrence in the financial technology sector as larger entities consolidate or private equity firms take public companies private. It reflects a specific corporate action rather than a broad industry trend.

Corporate Governance

Related Party Transactions

• Rollover agreements were entered into by certain officers, including the Reporting Person, with Arrow Holdings 2025, Inc. and Arrow Parent 2025, L.P., involving the contribution and exchange of Common Stock for newly issued shares/units of the acquiring entities.

Stakeholder Impact

• Shareholders of AvidXchange Holdings, Inc. received $10.00 per share in cash for their common stock, or participated in rollover agreements for certain holdings.
• Employees holding restricted stock units and stock options had their awards converted into cash payments based on the merger consideration.

Next Steps

• Integration of AvidXchange Holdings, Inc. into Arrow Borrower 2025, Inc. as a wholly-owned subsidiary.

Key Dates

Keywords

AvidXchange, AVDX, Michael Praeger, Form 4, insider transaction, merger, acquisition, common stock, restricted stock units, stock options, CEO