Form 4: Hillenbrand Director Disposes Shares Post-Merger
Insider Transaction Report
Hillenbrand Director Helen W. Cornell reports the disposition of common stock and restricted stock units following the company's merger into a wholly-owned subsidiary of LSF12 Helix Parent, LLC at $32.00 per share.
Summary
- Hillenbrand, Inc. merged with LSF12 Helix Merger Sub, Inc. on February 10, 2026, with Hillenbrand, Inc. surviving as a wholly-owned subsidiary of LSF12 Helix Parent, LLC.
- Each share of Hillenbrand's common stock issued and outstanding immediately prior to the merger was converted into the right to receive $32.00 in cash.
- Director Helen W. Cornell reported the disposition of 11,691 shares of common stock indirectly held by the Helen W. Cornell 2020 Irrevocable Trust.
- An additional 1,500 shares of common stock indirectly held by the Helen W. Cornell Rev. Trust were also disposed of.
- 61,056 Restricted Stock Units (RSUs) held by Ms. Cornell were cancelled, with holders receiving a cash payment equal to the number of shares underlying the RSUs multiplied by the $32.00 merger consideration, less any required withholding taxes.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a neutral to positive event for former public shareholders who received a defined cash value for their shares, but it signifies the end of Hillenbrand's public trading.
Positives
- Shareholders, including the reporting person, received a defined cash payment of $32.00 per share for their common stock.
- Restricted Stock Units were converted into a cash payment based on the $32.00 merger consideration, providing liquidity to holders.
Negatives
- Hillenbrand, Inc. ceased to be a publicly traded entity, becoming a wholly-owned subsidiary.
- Public shareholders no longer hold equity in Hillenbrand, Inc.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that this transaction represents a take-private merger, a common strategy where a public company is acquired by a private entity, often to restructure or integrate operations away from public market scrutiny. This move signifies a strategic shift for Hillenbrand, Inc. under new ownership.
Stakeholder Impact
- Shareholders received $32.00 per share in cash for their common stock and a cash payment for their Restricted Stock Units, ceasing to be equity holders in the publicly traded entity.
Key Dates
| Date | Description |
|---|---|
| 10/14/2025 | Date of the Agreement and Plan of Merger between Hillenbrand, Inc., LSF12 Helix Parent, LLC, and LSF12 Helix Merger Sub, Inc. |
| 02/10/2026 | Effective date of the Merger and transaction date for the disposition of common stock and Restricted Stock Units. |
Keywords
Hillenbrand, HI, Merger, Acquisition, Form 4, Insider Transaction, Common Stock, Restricted Stock Units, LSF12 Helix Parent
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