Form 4: Barnes Group Director Disposes of Shares and Restricted Stock Units Following Merger

A Barnes Group director, Neal J. Keating, disposed of common stock and restricted stock units as part of the merger agreement with Goat Holdco, LLC.

Summary

• Neal J. Keating, a director at Barnes Group Inc., disposed of 8,878 shares of common stock and 3,968 restricted stock units on January 27, 2025.
• The disposal was a result of the merger agreement between Barnes Group, Goat Holdco, LLC, and Goat Merger Sub, Inc.
• Each share of Barnes common stock was converted into the right to receive $47.50 in cash.
• Restricted stock units were also cashed out at the same rate of $47.50 per underlying share.

Sentiment

Score: 7

Explanation: The document reflects a standard transaction following a merger, which is neither positive nor negative in itself. The sentiment is neutral to slightly positive as the merger has been completed.

Industry Context

This filing reflects the completion of a merger, a common event in corporate finance, where a company is acquired by another entity. The disposal of shares and restricted stock units is a standard procedure following such a merger.

Comparison to Industry Standards

• Merger transactions often involve the conversion of existing shares into cash or shares of the acquiring company.
• The cash-out of restricted stock units is a typical practice in mergers to ensure fair compensation for employees and directors.
• The price of $47.50 per share is the agreed upon price in the merger agreement, which is a common practice in acquisitions.

Stakeholder Impact

• Shareholders received $47.50 per share as part of the merger agreement.
• Employees holding restricted stock units received cash based on the merger consideration.

Key Dates

Keywords

merger, acquisition, share disposal, restricted stock units, director transaction, Barnes Group, Goat Holdco