Form 4: Universal Stainless & Alloy Products Director Disposes of Shares and Options Following Merger
Form 4 Filing
Director Christopher L. Ayers reports the disposition of shares and stock options in Universal Stainless & Alloy Products following the completion of a merger with Aperam US Holdco LLC.
Summary
- Christopher L. Ayers, a director of Universal Stainless & Alloy Products Inc. (USAP), filed a Form 4 detailing changes in beneficial ownership.
- The filing reports transactions occurring on January 23, 2025, related to the merger of USAP with Aperam US Holdco LLC.
- Ayers disposed of 49,858 shares of common stock at a price of $45 per share, reflecting the merger consideration.
- Additionally, Ayers disposed of various stock options with exercise prices ranging from $6.41 to $29.74, which were converted into cash based on the difference between the merger consideration and the exercise price.
- The merger consideration was $45.00 in cash for each outstanding share of USAP common stock.
- Outstanding restricted stock unit awards were also canceled and converted into the right to receive cash based on the merger consideration.
Sentiment
Score: 7
Explanation: The sentiment is neutral as it reports the completion of a merger, which is a significant corporate event. The details are factual and related to the financial implications for a director.
Future Outlook
The company has been acquired and will no longer operate as an independent entity.
Industry Context
This announcement reflects a merger and acquisition activity in the stainless steel and alloy products industry, where companies are often acquired to enhance market position or expand operations.
Stakeholder Impact
- Shareholders received $45 per share as part of the merger agreement.
- Employees' stock options and restricted stock units were converted into cash based on the merger terms.
Key Dates
| Date | Description |
|---|---|
| 10/16/2024 | Date of the Agreement and Plan of Merger between Universal Stainless & Alloy Products, Aperam US Holdco LLC, and Aperam US Absolute LLC. |
| 01/23/2025 | Date of the reported transactions, including the disposition of shares and stock options due to the merger. |
| 02/28/2025 | Expiration date of some of the stock options disposed of. |
| 05/31/2025 | Expiration date of some of the stock options disposed of. |
| 08/31/2025 | Expiration date of some of the stock options disposed of. |
| 11/30/2025 | Expiration date of some of the stock options disposed of. |
| 02/28/2026 | Expiration date of some of the stock options disposed of. |
| 05/31/2026 | Expiration date of some of the stock options disposed of. |
| 08/31/2026 | Expiration date of some of the stock options disposed of. |
| 11/30/2026 | Expiration date of some of the stock options disposed of. |
| 02/28/2027 | Expiration date of some of the stock options disposed of. |
| 05/31/2027 | Expiration date of some of the stock options disposed of. |
| 08/31/2027 | Expiration date of some of the stock options disposed of. |
| 11/30/2027 | Expiration date of some of the stock options disposed of. |
| 02/28/2028 | Expiration date of some of the stock options disposed of. |
| 05/31/2028 | Expiration date of some of the stock options disposed of. |
| 08/31/2028 | Expiration date of some of the stock options disposed of. |
| 11/30/2028 | Expiration date of some of the stock options disposed of. |
| 02/28/2029 | Expiration date of some of the stock options disposed of. |
| 05/31/2029 | Expiration date of some of the stock options disposed of. |
| 08/31/2029 | Expiration date of some of the stock options disposed of. |
| 11/30/2029 | Expiration date of some of the stock options disposed of. |
| 02/28/2030 | Expiration date of some of the stock options disposed of. |
| 05/31/2030 | Expiration date of some of the stock options disposed of. |
| 08/31/2030 | Expiration date of some of the stock options disposed of. |
| 11/30/2030 | Expiration date of some of the stock options disposed of. |
| 02/28/2031 | Expiration date of some of the stock options disposed of. |
| 05/31/2031 | Expiration date of some of the stock options disposed of. |
| 08/31/2031 | Expiration date of some of the stock options disposed of. |
| 11/30/2031 | Expiration date of some of the stock options disposed of. |
| 02/28/2032 | Expiration date of some of the stock options disposed of. |
Keywords
Form 4, Beneficial Ownership, Universal Stainless & Alloy Products, USAP, Aperam US Holdco LLC, Merger, Christopher L. Ayers, Stock Options, Shares, Disposition
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.