Form 4: Nordstrom Director Donald James Reports Share Cancellation and Resignation Following Merger

Director Donald James reports cancellation of Nordstrom shares and resignation from the board following the completion of the merger with Nordstrom Holdings, Inc.

Summary

• On May 20, 2025, Nordstrom, Inc. completed a merger with Nordstrom Holdings, Inc.
• As a result of the merger, Acquisition Sub merged with and into Nordstrom, with Nordstrom surviving as a wholly owned subsidiary of Parent.
• Common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934.
• Donald James, a director, had 34,730 shares of common stock cancelled and converted into the right to receive $24.25 per share in cash.
• Donald James resigned from the Board of Directors of Nordstrom, Inc. on May 20, 2025, and is no longer subject to Section 16 reporting requirements.

Sentiment

Score: 6

Explanation: Neutral sentiment as the document primarily reports factual information about the completion of a merger and related events. The delisting could be seen as slightly negative, but it's a standard part of the merger process.

Negatives

• Nordstrom's common stock will be delisted from the New York Stock Exchange.

Future Outlook

Following the merger, Nordstrom will operate as a wholly-owned subsidiary of Nordstrom Holdings, Inc.

Industry Context

This announcement reflects a trend of retail companies undergoing mergers and acquisitions to adapt to changing market conditions and consumer preferences. Delisting from major exchanges can be a strategic decision to facilitate restructuring or private equity ownership.

Comparison to Industry Standards

• Comparable companies that have undergone similar transactions include [Hypothetical Company A] which was acquired for a similar premium per share.
• The delisting process is standard practice following acquisitions, similar to what occurred with [Hypothetical Company B] after its merger.

Management Changes

Stakeholder Impact

• Shareholders received $24.25 per share in cash.
• Employees may experience changes as the company integrates under new ownership.

Key Dates

Keywords

Merger, Nordstrom, Donald James, Share Cancellation, Resignation, Delisting, Director