Form 4: Berry Corp CEO's Equity Converts in CRC Merger
Insider Transaction Report
Berry Corporation CEO Fernando Araujo's equity holdings were converted or cancelled following the consummation of the merger with California Resources Corporation on December 18, 2025.
Summary
- The merger between Berry Corporation (bry) and California Resources Corporation (CRC) was consummated on December 18, 2025.
- Berry Corporation is now a wholly-owned subsidiary of California Resources Corporation.
- Fernando Araujo, CEO and Director of Berry Corp, reported changes in his beneficial ownership due to the merger.
- Each share of Berry Common Stock was converted into the right to receive 0.0718 shares of CRC Common Stock, with cash paid for fractional shares.
- Single Trigger Restricted Stock Units (RSUs) were cancelled in exchange for cash, calculated as the number of shares multiplied by $47.21 (CRC VWAP) and the 0.0718 Exchange Ratio.
- Double Trigger RSUs were cancelled and converted into restricted stock units of CRC, maintaining their original terms and vesting conditions, based on the 0.0718 Exchange Ratio.
- Araujo disposed of 352,960 shares of Berry Common Stock, 82,166 2024 Restricted Stock Units, and 166,163 2025 Restricted Stock Units.
- Araujo acquired 29,899 2023 Restricted Stock Units, which were subsequently converted/disposed of as part of the merger.
- Following these transactions, Araujo's direct beneficial ownership of Berry Common Stock and derivative securities is 0.
Sentiment
Score: 5
Explanation: The filing is a mandatory report of a pre-announced corporate event (merger consummation) and its impact on an insider's holdings, thus it is neutral in sentiment for the filing itself.
Positives
- The consummation of the merger provides liquidity or converted equity for Berry Corporation shareholders and RSU holders.
- Single Trigger RSU holders received a cash payout based on a CRC VWAP of $47.21 and the exchange ratio.
Future Outlook
The filing does not provide forward-looking statements or guidance beyond the consummation of the merger.
Industry Context
This transaction represents a consolidation within the energy sector, specifically impacting the oil and gas exploration and production industry, as Berry Corporation is absorbed by California Resources Corporation.
Stakeholder Impact
- Shareholders of Berry Corporation received shares of California Resources Corporation common stock or cash in exchange for their Berry shares.
- Employees holding Berry Corporation restricted stock units, such as the CEO, had their awards converted to cash or California Resources Corporation restricted stock units.
Key Dates
| Date | Description |
|---|---|
| 09/14/2025 | Date of the Agreement and Plan of Merger between Berry Corporation, California Resources Corporation, and Dornoch Merger Sub, LLC. |
| 12/18/2025 | Date of earliest transaction and consummation of the merger, where Berry Corporation became a wholly-owned subsidiary of California Resources Corporation. |
Keywords
Berry Corp, BRY, California Resources Corporation, CRC, Merger, Acquisition, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Oil and Gas
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