Atkore director disposes of 23,994 shares in merger

Outstanding RSUs, whether vested or unvested, were deemed fully vested; DSUs and RSUs were canceled and converted into cash payments at the merger’s effective time.

Rhea-AI Filing Summary

Atkore Inc. (ATKR) director A. Mark Zeffiro reported a disposition of 23,994 shares of common stock on October 19, 2026, in connection with the merger with Prysmian S.p.A. Except as otherwise provided in the merger agreement, each common share issued and outstanding immediately before the merger’s effective time was converted into the right to receive $95.00 in cash, without interest. Zeffiro’s reported direct holdings after the transaction were zero. The reported amount includes deferred stock units, restricted stock units and accrued dividend equivalent units, which were canceled and converted into cash payments under the merger terms. No Rule 10b5-1 plan is reported for the transaction.

Insider Trade Summary

Disposition: 23,993.8064 shares

Disposition 1 txn

Insider Zeffiro A Mark

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2, F3, F4	23,993.8064	$95.00	$2.28M

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (4)

1. F1. On October 19, 2026 (the "Closing Date"), pursuant to the Agreement and Plan of Merger, dated August 2, 2026 (the "Merger Agreement"), by and among Atkore Inc. ("Atkore" or the "Company"), Prysmian S.p.A., a company organized under the laws of the Republic of Italy ("Buyer"), Trinity Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Buyer ("Merger Sub"), and, solely as provided in certain sections of the Merger Agreement, Prysmian Cables and Systems USA, LLC, a Delaware limited liability company, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Buyer (the "Surviving Corporation").
2. F2. At the effective time of the Merger (the "Effective Time"), each share of common stock of Atkore, par value $0.01 per share ("Common Stock") issued and outstanding immediately prior to the Effective Time, was (except as otherwise provided in the Merger Agreement) converted into the right to receive $95.00 in cash, without interest (the "Merger Consideration").
3. F3. Includes deferred stock units ("DSUs") and any amounts accrued for dividend equivalent units thereon. Under the Merger Agreement, at the Effective Time, each outstanding DSU was canceled and converted into the right to receive a cash payment from the Surviving Corporation equal to the product of (A) the Merger Consideration and (B) the total number of shares of Common Stock underlying such DSU.
4. F4. Includes restricted stock units ("RSUs") and any amounts accrued for dividend equivalent units thereon. Under the Merger Agreement, at the Effective Time, each outstanding RSU, whether vested or unvested, was deemed fully vested and canceled and converted into the right to receive a cash payment from the Surviving Corporation equal to the product of (A) the Merger Consideration and (B) the total number of shares of Common Stock underlying such RSU.

Key Figures

Shares disposed: 23,994 shares Merger consideration: $95.00 per share Direct shares following transaction: 0 shares

3 metrics

Shares disposed 23,994 shares Reported for October 19, 2026, in connection with the merger.

Merger consideration $95.00 per share Cash, without interest, for each common share converted at the merger’s effective time, except as otherwise provided in the merger agreement.

Direct shares following transaction 0 shares A. Mark Zeffiro’s reported direct holdings after the transaction.

Key Terms

Merger Consideration, Effective Time, deferred stock units, restricted stock units, +1 more

5 terms

Merger Consideration financial

"the "Merger Consideration""

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.

Effective Time financial

"the "Effective Time""

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

deferred stock units financial

"Includes deferred stock units ("DSUs")"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

restricted stock units financial

"Includes restricted stock units ("RSUs")"

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.

dividend equivalent units financial

"amounts accrued for dividend equivalent units"

Dividend equivalent units are bookkeeping credits that mirror cash dividends paid on actual shares, granted to holders of stock-based awards such as restricted stock units or deferred compensation. They matter to investors because they increase a company’s reported employee compensation cost and can lead to issuance of more shares or cash payouts over time, similar to extra pay linked to ownership that affects shareholder dilution and corporate cash flow.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did ATKR director A. Mark Zeffiro dispose of?

A. Mark Zeffiro reported a disposition of 23,994 shares of Atkore common stock on October 19, 2026, in connection with the merger with Prysmian S.p.A. His reported direct holdings after the transaction were zero shares.

How were ATKR’s DSUs and RSUs treated in the merger?

At the Effective Time, each outstanding DSU and RSU was canceled and converted into a cash payment based on the $95.00 Merger Consideration and the number of underlying shares. Each RSU, whether vested or unvested, was deemed fully vested; accrued dividend equivalent units were included.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/21/2026 - 04:48 PM EDT Accepted by SEC EDGAR 10/21/2026 - 04:46 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Zeffiro A Mark

(Last) (First) (Middle)

16100 SOUTH LATHROP AVENUE

(Street)

HARVEY ILLINOIS 60426

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Atkore Inc. [ ATKR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/19/2026		D(1)		23,993.8064	D	$95(2)(3)(4)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On October 19, 2026 (the "Closing Date"), pursuant to the Agreement and Plan of Merger, dated August 2, 2026 (the "Merger Agreement"), by and among Atkore Inc. ("Atkore" or the "Company"), Prysmian S.p.A., a company organized under the laws of the Republic of Italy ("Buyer"), Trinity Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Buyer ("Merger Sub"), and, solely as provided in certain sections of the Merger Agreement, Prysmian Cables and Systems USA, LLC, a Delaware limited liability company, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Buyer (the "Surviving Corporation").

2. At the effective time of the Merger (the "Effective Time"), each share of common stock of Atkore, par value $0.01 per share ("Common Stock") issued and outstanding immediately prior to the Effective Time, was (except as otherwise provided in the Merger Agreement) converted into the right to receive $95.00 in cash, without interest (the "Merger Consideration").

3. Includes deferred stock units ("DSUs") and any amounts accrued for dividend equivalent units thereon. Under the Merger Agreement, at the Effective Time, each outstanding DSU was canceled and converted into the right to receive a cash payment from the Surviving Corporation equal to the product of (A) the Merger Consideration and (B) the total number of shares of Common Stock underlying such DSU.

4. Includes restricted stock units ("RSUs") and any amounts accrued for dividend equivalent units thereon. Under the Merger Agreement, at the Effective Time, each outstanding RSU, whether vested or unvested, was deemed fully vested and canceled and converted into the right to receive a cash payment from the Surviving Corporation equal to the product of (A) the Merger Consideration and (B) the total number of shares of Common Stock underlying such RSU.

Remarks:

The foregoing descriptions in the explanatory footnotes are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.

	/s/ Daniel S. Kelly, Attorney-in-Fact for A. Mark Zeffiro	10/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)