Form 4: Everi Holdings Director Disposes of Shares and RSUs Following Merger Completion

Sentiment:

Insider Transaction Report


A director of Everi Holdings Inc. has reported the disposal of common stock and restricted stock units, converted into cash at $14.25 per share, as a result of the company becoming a wholly-owned subsidiary of Voyager Parent, LLC through a merger effective July 1, 2025.

Summary

  • Secil Tabli Watson, a Director of Everi Holdings Inc. (EVRI), reported the disposal of 1,000 shares of common stock.
  • Additionally, Ms. Watson disposed of a total of 40,400 Restricted Stock Units (RSUs) across five separate grants (2,400, 7,600, 9,200, 10,700, and 10,500 units).
  • These disposals occurred on July 1, 2025, which was the effective date of a merger transaction.
  • Pursuant to the merger agreement, each share of Everi's common stock held by the reporting person was converted into the right to receive $14.25 in cash consideration.
  • Each outstanding RSU was canceled and converted into a cash payment equal to the product of $14.25 and the number of shares subject to the RSU, payable subject to the original time-based vesting terms.
  • The merger involved Everi Holdings Inc. becoming a wholly-owned subsidiary of Voyager Parent, LLC, with International Game Technology PLC (IGT) and its subsidiary Ignite Rotate LLC also involved in the definitive agreements dated July 26, 2024.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive as the transaction represents the successful completion of a merger, providing a fixed cash payout to the reporting person for their equity holdings. There are no negative surprises or operational issues reported, but also no new growth prospects for the former public entity.

Positives

  • The reporting person received a fixed cash consideration of $14.25 per share for all common stock and restricted stock units, providing liquidity and certainty of value for these holdings.

Negatives

  • Everi Holdings Inc. ceased to be an independent publicly traded company, becoming a wholly-owned subsidiary of Voyager Parent, LLC.
  • The reporting person no longer holds direct beneficial ownership of Everi Holdings Inc. common stock or RSUs.

Future Outlook

Everi Holdings Inc. has become a wholly-owned subsidiary of Voyager Parent, LLC, effective July 1, 2025, concluding its status as an independent publicly traded entity.

Industry Context

NA

Stakeholder Impact

  • Shareholders of Everi Holdings Inc. received $14.25 per share in cash for their common stock.
  • Employees holding Restricted Stock Units (RSUs) received cash payments based on the $14.25 per unit valuation, subject to their original vesting terms.

Key Dates

DateDescription
07/26/2024Date of definitive agreements, including the Agreement and Plan of Merger, between Everi Holdings Inc., IGT, Spinco, Buyer, and Buyer Sub.
07/01/2025Effective Time of the Proposed Transaction, when Everi Holdings Inc. became a wholly-owned subsidiary of Buyer and securities were converted to cash.
07/02/2025Date the Form 4 was signed and filed by Secil Tabli Watson's attorney-in-fact.

Keywords

Everi Holdings, EVRI, Merger, Acquisition, Form 4, Insider Transaction, Restricted Stock Units, Cash Consideration, International Game Technology, Voyager Parent

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