AVDX insider Form 4 details $10.00 per-share merger conversion
Rhea-AI Filing Summary
AvidXchange Holdings, Inc. insider filed a Form 4 reflecting merger-related conversions on 10/15/2025. In connection with the closing, each outstanding share of common stock was automatically converted into the right to receive $10.00 in cash at the Effective Time.
The reporting person showed a disposition of 491,075 shares of common stock, with beneficial ownership reported as 0 shares following the transaction. Equity awards were treated per the merger terms: unvested restricted stock units were converted into cash awards based on shares times $10.00, vested stock options were canceled and converted into cash equal to the excess of $10.00 over the exercise price, and certain unvested options with exercise prices below $10.00 were converted into cash awards.
The filer is identified as Chief People Officer, Senior Vice President.
Positive
- None.
Negative
- None.
Insights
Insider equity was cashed out at $10.00 per share under merger terms.
This Form 4 shows the standard cleanup of insider holdings when a cash merger closes. Common shares converted to a fixed $10.00 per share, eliminating post-close equity ownership for the reporting person (0 shares remaining).
Equity awards followed conventional mechanics: RSUs became cash awards at shares times $10.00. Vested options were canceled for cash equal to the in-the-money amount, and eligible unvested options converted to cash awards based on the same spread. Actual cash received depends on each grant’s exercise price and share count as listed.
This is administratively neutral for ongoing valuation; the economic treatment is set by the merger agreement, and future impacts hinge on any subsequent disclosures by the acquirer rather than AVDX’s public float.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Units | 13,060 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 19,604 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 10,000 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 27,648 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 29,260 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 116,504 | $0.00 | -- |
| Disposition | Employee Stock Option (right to buy) | 103,030 | $0.00 | -- |
| Disposition | Common Stock | 491,075 | $0.00 | -- |
Footnotes (1)
- In connection with the terms of an Agreement and Plan of Merger, dated May 6, 2025 (as it may be amended from time to time, the "Merger Agreement"), by and among the Issuer, Arrow Borrower 2025, Inc. ("Parent"), and Arrow Merger Sub 2025, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Effective Time"). At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive $10.00 in cash, without interest (the "Merger Consideration"). At the Effective Time, each outstanding restricted stock unit that does not vest upon the occurrence of the Effective Time was automatically substituted and immediately converted into a cash award equal to the product of (i) the aggregate number of shares of Common Stock underlying such unvested restricted stock unit immediately prior to the Effective Time multiplied by (ii) the Merger Consideration, subject to the terms and conditions of the corresponding award. Pursuant to the terms of the Merger Agreement, each stock option that was outstanding, unexercised and vested immediately prior to the Effective Time was automatically canceled and terminated and converted into the right to receive a payment in cash equal to the product obtained by multiplying (a) the aggregate number of shares of Common Stock subject to such vested stock option immediately prior to the Effective Time and (b) the excess, if any, of the Merger Consideration over the exercise price per share of such vested stock option. Each outstanding and unvested stock option immediately prior to the Effective Time with a per share exercise price less than the Merger Consideration was substituted and immediately converted into a cash award equal to (x) the aggregate number of shares of Common Stock subject to such unvested stock option immediately prior to the Effective Time multiplied by (y) the excess, if any, of the Merger Consideration over the exercise price per share of such unvested stock option, subject to the same terms and conditions applicable prior to the Effective Time.
