Form 4: Neuberger Berman Fully Divests Stake in E2open Parent Holdings, Inc.
Insider Transaction Report
Neuberger Berman Group LLC and its affiliates have completely sold their beneficial ownership, including over 30 million Class A Common Stock shares and 10 million warrants, in E2open Parent Holdings, Inc.
Summary
- Neuberger Berman Group LLC, Neuberger Berman Investment Advisers Holdings LLC, and Neuberger Berman Investment Advisers LLC, identified as 10% owners and directors, reported a complete divestment of their holdings in E2open Parent Holdings, Inc. (ETWO).
- On May 27, 2025, the reporting persons sold 30,607,831 shares of Class A Common Stock at a weighted average price of $3.2131 per share, with prices ranging from $3.20 to $3.24.
- Concurrently, 10,140,000 warrants to purchase Class A Common Stock were also sold. These warrants had an exercise price of $11.5 and an expiration date of February 4, 2026.
- Following these transactions, the reporting persons beneficially own 0 shares of Class A Common Stock and 0 warrants.
- The shares and warrants were indirectly held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP, for which Neuberger Berman Investment Advisers LLC serves as investment adviser.
Sentiment
Score: 3
Explanation: The complete divestment by a major institutional investor and 10% owner is a significant negative signal, potentially indicating a lack of confidence in the company's future performance or strategic direction. This could lead to negative market reaction.
Negatives
- A significant institutional investor and 10% owner, Neuberger Berman, has completely divested its entire stake in E2open Parent Holdings, Inc., which could signal a lack of confidence in the company's future prospects.
- The sale involved a substantial number of shares (over 30 million) and warrants (over 10 million), representing a full exit from their beneficial ownership.
Risks
- The complete divestment by a major institutional investor could lead to negative market sentiment and downward pressure on E2open's stock price.
- Loss of a significant institutional shareholder may reduce investor confidence and potentially impact future capital-raising efforts or strategic partnerships.
- The exit of a 10% owner and director could imply a loss of strategic oversight or influence that Neuberger Berman previously provided.
Future Outlook
This Form 4 filing does not provide forward-looking statements or guidance from E2open Parent Holdings, Inc. It solely reports a past transaction by a beneficial owner.
Industry Context
The complete divestment by a major institutional investor like Neuberger Berman from a company like E2open (a supply chain software provider) could be influenced by various factors, including a reassessment of the company's growth prospects, changes in the broader technology or supply chain software market outlook, or portfolio rebalancing strategies by the investment firm. Such a large-scale exit by a significant shareholder is often closely watched by the market.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| 10% Owner and Director | Neuberger Berman Group LLC, Neuberger Berman Investment Advisers Holdings LLC, Neuberger Berman Investment Advisers LLC | N/A (complete divestment) | 05/27/2025 | Complete divestment of beneficial ownership, leading to no longer being subject to Section 16 reporting requirements as a 10% owner. While not explicitly stated as a change in individual director roles, the basis for their director status as a 10% owner has been removed. |
Stakeholder Impact
- Shareholders: May experience negative sentiment and potential downward pressure on stock price due to the complete exit of a major institutional investor.
- Employees: No direct impact mentioned, but significant stock price movements can indirectly affect employee morale or equity compensation value.
- Customers/Suppliers/Creditors: No direct impact mentioned in this filing.
Next Steps
- The reporting persons are no longer subject to Section 16 reporting obligations for E2open Parent Holdings, Inc. due to the complete divestment of their beneficial ownership.
- The reporting persons undertake to provide full information regarding the number of shares sold at each separate price within the reported range upon request from the Issuer, any security holder, or the SEC staff.
Key Dates
| Date | Description |
|---|---|
| 03/06/2021 | Date warrants became exercisable |
| 02/04/2026 | Expiration date of warrants to purchase Class A Common Stock |
| 05/27/2025 | Transaction date for the sale of Class A Common Stock and warrants |
| 05/29/2025 | Filing date of the Form 4 |
Recommendation
sellKeywords
E2open, ETWO, Neuberger Berman, SEC Form 4, stock sale, warrant sale, beneficial ownership, divestment, institutional investor, insider transaction
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