AstroNova (ALOT) exec’s $29-per-share merger cash-out detailed
Rhea-AI Filing Summary
AstroNova, Inc. (ALOT) reported that Senior VP and GM – Aerospace Thomas Wayne Carll disposed of his equity interests in connection with an Agreement and Plan of Merger dated June 16, 2026 among the company and Orion merger entities.
The filing shows a stock option for 17,500 shares at a per share exercise price of $18.25 was cancelled and exchanged for an aggregate cash payment of $188,125, based on $29.00 per share Merger Consideration. Several Restricted Stock Unit awards were also fully vested and cancelled on the transaction date in exchange for cash: 524 RSUs for $15,196, 2,799 RSUs for $81,171, 43,591 RSUs for $1,264,139, and 4,590 RSUs for $133,110, all using the same $29.00 Merger Consideration per share. In addition, 47 earned Performance-Based RSUs were cancelled for $1,363. The form also reports a disposition to the issuer of 33,952 shares of common stock at $29.00 per share under the Merger Agreement.
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Insights
Analyzing...
Insider Trade Summary
Net Seller: 33,952 shares
Net Sell
7 txns
Insider
Carll Thomas Wayne
Role
Senior VP and GM - Aerospace
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Purchase) F2 | 17,500 | $10.75 | $188K |
| Disposition | Restricted Stock Units F3 | 524 | $29.00 | $15K |
| Disposition | Restricted Stock Units F4 | 2,799 | $29.00 | $81K |
| Disposition | Restricted Stock Units F5 | 43,591 | $29.00 | $1.26M |
| Disposition | Restricted Stock Units F6 | 4,590 | $29.00 | $133K |
| Disposition | Performance-Based Restricted Stock Units F7 | 47 | $29.00 | $1K |
| Disposition | Common Stock F1 | 33,952 | $29.00 | $985K |
Holdings After Transaction:
Stock Option (Right to Purchase) — 0 shares (Direct);
Restricted Stock Units — 0 shares (Direct);
Performance-Based Restricted Stock Units — 0 shares (Direct);
Common Stock — 0 shares (Direct)
Footnotes (7)
- F1. Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of June 16, 2026, by and among AstroNova, Inc. (the "Company"), Orion Merger Parent, Inc. ("Parent"), and Orion MergerCo X, Inc., a wholly owned subsidiary of Parent (as it may be amended from time to time, the "Merger Agreement").
- F2. Stock Option originally granted on June 4, 2018, which became fully vested on June 4, 2021, and was cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $188,125, representing an amount equal to the product of: (i) the aggregate number of shares of the Company's common stock, par value $0.05 per share (the "Common Stock") subject to such Stock Option multiplied by (ii) the excess, if any, of $29.00 (the "Merger Consideration") over the per share exercise price under such Stock Option.
- F3. Restricted Stock Units originally granted on June 10, 2024, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $15,196, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
- F4. Restricted Stock Units originally granted on April 14, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $81,171, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
- F5. Restricted Stock Units originally granted on August 15, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $1,264,139, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
- F6. Restricted Stock Units originally granted on February 26, 2026, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $133,110, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
- F7. Earned portion of Performance-Based Restricted Stock Units originally granted on April 18, 2022, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $1,363, representing an amount equal to the number of shares of Common Stock determined to be subject to the earned and vested portion of the Performance-Based Restricted Stock Units multiplied by the Merger Consideration.
Key Figures
Merger Consideration per share: $29.00 per share
Stock option shares cancelled: 17,500 shares
Stock option exercise price: $18.25 per share
+5 more
8 metrics
Merger Consideration per share
$29.00 per share
Cash consideration per share of common stock used to value cancellations
Stock option shares cancelled
17,500 shares
Common stock underlying option cancelled on transaction date
Stock option exercise price
$18.25 per share
Per share exercise price of cancelled stock option
Stock option cash payment
$188,125
Aggregate cash paid for cancelled stock option under Merger Agreement
Common shares disposed
33,952 shares
Common stock disposed of to issuer at $29.00 per share
Largest RSU grant cancelled
43,591 RSUs for $1,264,139
Restricted Stock Units vested and cancelled for cash based on Merger Consideration
February 26, 2026 RSUs cancelled
4,590 RSUs for $133,110
RSUs vested and cancelled on transaction date under Merger Agreement
Performance-Based RSUs cancelled
47 units for $1,363
Earned portion of performance-based RSUs vested and cancelled for cash
Key Terms
Agreement and Plan of Merger, Merger Consideration, Restricted Stock Units, Performance-Based Restricted Stock Units, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"excess, if any, of $29.00 (the "Merger Consideration") over the per share"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Restricted Stock Units financial
"Restricted Stock Units originally granted on June 10, 2024, which became fully"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance-Based Restricted Stock Units financial
"Earned portion of Performance-Based Restricted Stock Units originally granted"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Disposition to issuer regulatory
"transaction_action": "issuer disposition","transaction_code_description": "Disposition to issuer""
FAQ
What insider transaction did AstroNova (ALOT) report for Thomas Wayne Carll?
The filing reports that Thomas Wayne Carll disposed of common stock, stock options and multiple Restricted Stock Unit awards in connection with a merger, with awards cancelled and exchanged for cash based on $29.00 per share Merger Consideration.
How many AstroNova (ALOT) stock options did Thomas Wayne Carll have cancelled?
A stock option covering 17,500 shares of AstroNova common stock with a per share exercise price of $18.25 was cancelled on the transaction date and exchanged for an aggregate cash payment of $188,125 under the Merger Agreement.
What cash payments did AstroNova (ALOT) RSU cancellations generate for Thomas Wayne Carll?
RSU cancellations produced several aggregate cash payments: $15,196 for 524 RSUs, $81,171 for 2,799 RSUs, $1,264,139 for 43,591 RSUs, and $133,110 for 4,590 RSUs, each equal to the underlying shares multiplied by the $29.00 Merger Consideration.
What happened to Thomas Wayne Carll’s performance-based RSUs in AstroNova (ALOT)?
The earned portion of Performance-Based Restricted Stock Units, totaling 47 units granted April 18, 2022, became fully vested and was cancelled on the transaction date in exchange for an aggregate cash payment of $1,363, based on the $29.00 per share Merger Consideration.
AI-generated analysis. How Rhea-AI works. Not financial advice.
