Form 4: Nordstrom Director Eric Sprunk Reports Share Cancellation and Resignation Following Merger
SEC Form 4 Filing
Eric Sprunk, a director at Nordstrom, reported the cancellation of his common stock shares and his resignation from the board following the completion of a merger agreement.
Summary
- On May 20, 2025, Eric Sprunk, a director of Nordstrom, filed a Form 4 to report changes in beneficial ownership.
- This filing is related to the merger agreement dated December 22, 2024, between Nordstrom, Nordstrom Holdings, and Navy Acquisition Co. Inc.
- As a result of the merger, Navy Acquisition Co. Inc. merged into Nordstrom, with Nordstrom surviving as a wholly-owned subsidiary of Nordstrom Holdings.
- Sprunk's common stock shares were cancelled and converted into the right to receive $24.25 per share in cash.
- Following the merger, Nordstrom's common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934.
- Eric Sprunk 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 it reports a procedural event (merger completion and subsequent actions) without expressing positive or negative views.
Negatives
- Nordstrom's common stock will be delisted from the New York Stock Exchange.
Future Outlook
Following the merger, Nordstrom will operate as a private company under Nordstrom Holdings, Inc.
Industry Context
This announcement reflects a trend of companies undergoing mergers and acquisitions, leading to changes in their stock market status and management structures.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | Eric Sprunk | N/A | 2025-05-20 | Resignation following the completion of the merger. |
Stakeholder Impact
- Shareholders received $24.25 per share in cash.
- Nordstrom employees will continue under the new ownership structure.
Key Dates
| Date | Description |
|---|---|
| 2024-12-22 | Date of the Merger Agreement between Nordstrom, Nordstrom Holdings, and Navy Acquisition Co. Inc. |
| 2025-05-20 | Date of the merger completion, share cancellation, Sprunk's resignation, and Form 4 filing. |
Keywords
Merger, Nordstrom, Eric Sprunk, Form 4, Beneficial Ownership, Delisting, Resignation
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