MISONIX (MSON) executive Vizirgianakis returned to the company 2,136,478 shares

Insider transactions reported

Stavros G. Vizirgianakis (executive at MISONIX, Inc., MSON) reported that they returned to the company 2,136,478 shares on Oct 29, 2021. After these transactions the filing shows 0 shares held directly.

Reporting person

Vizirgianakis Stavros G.

Holdings before and after

• Common Stock: 2,136,478 to 0 direct

Footnotes from the filing

1. 1. Disposed of pursuant to the Agreement and Plan of Merger dated as of July 29, 2021 (the Merger Agreement ) among the Issuer, Bioventus Inc. ( Bioventus ), Oyster Merger Sub I, Inc., a Delaware corporation, and a wholly owned subsidiary of Bioventus ( Merger Sub I ), Oyster Merger Sub II, LLC, a Delaware limited liability company, and a wholly owned subsidiary of Bioventus ( Merger Sub II ), under which (a) Merger Sub I merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Bioventus (the First Merger ) and (b) immediately following the consummation of the First Merger, the Issuer merged with and into Merger Sub II, with Merger Sub II surviving as Misonix, LLC (the Second Merger and together with the First Merger, the Mergers ).
2. 2. Pursuant to the Merger Agreement, at the effective time of the First Merger, each share of Issuer common stock was converted into the right to receive a per share amount (the Merger Consideration ) equal to either an amount in cash equal to $28.00 or 1.6839 validly issued, fully paid and non-assessable shares of Class A common stock of Bioventus, $0.001 par value per share ( Bioventus Shares ). The disposition was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
3. 3. Includes 450,000 options to purchase the Issuer's common stock which, pursuant to the Merger Agreement, at the effective time of the First Merger, automatically vested and thereafter were cancelled and converted into a right to purchase Bioventus Shares on the same terms and conditions that applied to the options immediately prior to the First Effective Time, adjusted by the Option Exchange Ratio (as defined in the Merger Agreement).

Transaction codes in this filing

Sale back to the company:

Code D marks a disposition back to the company under an exempt plan, as opposed to a sale in the market.

FAQ