Alexander & Baldwin (NYSE: ALEX) CFO exits stake after $20.85-per-share buyout
Rhea-AI Filing Summary
Alexander & Baldwin, Inc. Chief Financial Officer Clayton K. Y. Chun reported several disposals of common stock tied to the company’s cash merger. On March 12, 2026, he made a bona fide gift of 9,505 shares of common stock to a donor-advised fund, receiving no consideration and relinquishing beneficial ownership of those shares.
On the same date, under the merger agreement, all remaining directly held shares were disposed of to the issuer and then converted to cash. Each outstanding share of Alexander & Baldwin common stock was automatically cancelled and converted into the right to receive $20.85 in cash per share, less applicable withholding taxes, as the company merged into a subsidiary of Tropic Purchaser LLC.
Positive
- None.
Negative
- None.
Insights
CFO’s reported disposals reflect merger cash-out and a charitable gift, not market selling.
The filing shows Clayton K. Y. Chun, CFO of Alexander & Baldwin, disposing of common stock through a bona fide gift and merger-related cancellations. He gifted 9,505 shares to a donor-advised fund, receiving no consideration and relinquishing beneficial ownership.
The remaining directly held shares were cancelled at the merger’s effective time and converted into cash at $20.85 per share, consistent with the merger agreement. There are no derivative holdings listed after these transactions, indicating his equity stake was fully cashed out as the company became a wholly owned subsidiary of Tropic Purchaser LLC.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Common Stock | 9,505 | $0.00 | -- |
| Disposition | Common Stock | 16,941 | $0.00 | -- |
| Disposition | Common Stock | 76,151 | $0.00 | -- |
Footnotes (1)
- The reporting person made a bona fide gift of the Issuer's common stock to a donor-advised fund. The reporting person received no consideration for this transfer and no longer beneficially owns the shares. Pursuant to the terms and conditions of the Merger Agreement, at the Effective Time, each restricted stock unit award with vesting solely subject to service-based conditions ("RSU Award"), other than an RSU Award held by a non-employee director, that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (subject to applicable withholding taxes) equal to the product of (i) the aggregate number of shares of Issuer's common stock subject to such RSU Award immediately prior to the Effective Time and (ii) the Merger Consideration, plus any accrued and unpaid dividend equivalents corresponding to such RSU Award, with each such amount remaining subject to the applicable award agreement governing the terms of the corresponding RSU Award, including double-trigger severance protections and vesting terms. [See FN (2) for other defined terms] On March 12, 2026, under the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 8, 2025, by and among Alexander & Baldwin, Inc. ("Issuer"), Tropic Purchaser LLC ("Parent") and Tropic Merger Sub LLC, a wholly owned subsidiary of Parent ("Merger Sub"), Issuer merged with and into Merger Sub (the "Merger") and the separate existence of Issuer ceased and Merger Sub survived as a wholly owned subsidiary of Parent. Under the terms and subject to the conditions in the Merger Agreement, at the effective time of the Merger (the "Effective Time") each share of Issuer's common stock that was issued and outstanding immediately prior to the Effective Time (other than any shares held by Issuer, any subsidiary of Issuer, Parent or Merger Sub) was automatically cancelled and converted into the right to receive an amount in cash equal to $20.85, without interest and less any applicable withholding taxes (the "Merger Consideration").