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Dumbrell Jeffrey Charles 的 Form 4 申報

Cantaloupe, Inc.CTLP,2026/5/8 申報

申報編號
0001978349-26-000002
申報時間
2026/5/8
交易日
2026/5/8
申報延遲
當天
10b5-1 計畫
沒有勾選

這份申報列了 4 筆非衍生性交易、2 筆衍生性交易。交易當天就申報。

申報人

一份 Form 4 可以有好幾位申報人,例如本人與他控制的基金。各交易表上顯示的是第一位。

這份申報的申報人
申報人與公司的關係
Dumbrell Jeffrey CharlesCIK 0001978349高階主管(營收長)

非衍生性證券(表 I)

普通股等股票的取得與處分,每一列是申報上的一筆。

非衍生性證券的交易
交易日證券交易股數價格金額交易後持股持有方式旗標
2026/5/8Common StockD交回公司處分−12,220–F1,F2–0直接
2026/5/8Common StockJ其他處分−20,000–F1,F3–0直接
2026/5/8Common StockS賣出處分−23,254–F4–0直接
2026/5/8Common StockD交回公司處分−50,000–F5–0直接

衍生性證券(表 II)

選擇權、認股權證、限制型股票單位等。股數是標的股票的股數;單價與金額是衍生證券本身的價格,交易後持有是衍生證券的單位數。

衍生性證券的交易
交易日證券交易標的股數單價金額交易後持有持有方式旗標
2026/5/8Non-Qualified Stock Option (Right to Buy)D交回公司處分−225,000–F6–0直接
2026/5/8Non-Qualified Stock Option (Right to Buy)D交回公司處分−296,668–F6–0直接

附註與備註

本站收錄交易價格引用的附註、修正申報(Form 4/A)的全部附註,以及申報的備註。其他附註,例如間接持有的方式、交易計畫的細節,請看 SEC EDGAR 上的原文。

F1

This Form 4 reports securities disposed of under the Agreement and Plan of Merger, dated as of June 15, 2025 (the "Merger Agreement"), by and among Cantaloupe, Inc. (the "Company"), 365 Retail Markets, LLC, Catalyst Holdco I, Inc., Catalyst Holdco II, Inc. and Catalyst MergerSub Inc. ("Merger Subsidiary"), under which Merger Subsidiary was merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation in the Merger.

表 I 有 2 筆交易的價格引用這則附註。

F2

At the effective time of the Merger (the "Effective Time"), each share of common stock of the Company ("Common Stock") reported in this row of this Form 4 was canceled and automatically converted into the right to receive $11.20 in cash, without interest (such amount per share, the "Merger Consideration").

表 I 有 1 筆交易的價格引用這則附註。

F3

In connection with the Merger, The Dumbrell Family Trust entered into a Rollover Agreement, dated as of February 19, 2026, pursuant to which, among other things, immediately prior to the Effective Time, The Dumbrell Family Trust contributed 20,000 shares of Common Stock to Garage Topco LP in exchange for common units of Garage Topco LP.

表 I 有 1 筆交易的價格引用這則附註。

F4

Each of these restricted stock units of the Company ("RSU") represented a contingent right to receive one share of Common Stock. Pursuant to the Merger Agreement, at or immediately prior to the Effective Time, each RSU that was outstanding immediately prior to the Effective Time was fully vested and free of restrictions and was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration.

表 I 有 1 筆交易的價格引用這則附註。

F5

Each of these restricted stock units of the Company ("PSU") represented a contingent right to receive one share of Common Stock, subject to satisfying additional performance conditions. Pursuant to the Merger Agreement, at or immediately prior to the Effective Time, each PSU that was outstanding immediately prior to the Effective Time which remained subject to vesting based on achieving certain performance metrics became vested with respect to that number of shares of Common Stock based on deemed achievement of the performance metrics at target performance, and was canceled and converted into the right to receive, with respect to each such vested share of Common Stock underlying such PSU, an amount in cash equal to the Merger Consideration

表 I 有 1 筆交易的價格引用這則附註。

F6

Pursuant to the Merger Agreement, at or immediately prior to the Effective Time, each outstanding option to purchase one share of Common Stock ("Option") having a per share exercise price less than the Merger Consideration ("In-the-Money Option") became fully vested and free of restrictions and was canceled in exchange for cash in an amount equal to (A) the total number of shares of Common Stock for which such In-the-Money Option was exercisable, multiplied by (B) the excess of the Merger Consideration over the per share exercise price of such In-the-Money Option, and each outstanding Company Option having a per share exercise price equal to or greater than the Merger Consideration was canceled without consideration.

表 II 有 2 筆交易的價格引用這則附註。

看 SEC EDGAR 上的完整原文 (在新分頁開啟)