Blue Bird (BLBD) director reports exchangeable stake and new RSU grant
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Blue Bird Corp director Steve Girardin reported equity awards and interests linked to the company’s acquisition of the remaining stake in its Micro Bird joint venture. Groupe Autobus Girardin Ltee received 2,702,180 Exchangeable Shares of MB Exchangeco Inc. and 1 share of Special Voting Preferred Stock, and Girardin may be deemed to have indirect beneficial ownership through his roles at that entity while disclaiming beneficial ownership beyond his pecuniary interest. Separately, he was granted 2,297 restricted stock units, each representing one share of Blue Bird common stock, which are scheduled to vest on March 31, 2027, with accelerated vesting upon certain change in control or service‑termination events.
Positive
- None.
Negative
- None.
Insights
Director gains RSUs while affiliated entity receives large exchangeable stake.
The filing shows Steve Girardin, a director of Blue Bird Corp, reporting awards connected to the purchase of the remaining interest in the Micro Bird joint venture. $63,021,287 in cash was paid to the sellers, alongside 2,702,180 Exchangeable Shares and 1 Special Voting Preferred share issued to Groupe Autobus Girardin Ltee.
The director’s connection is largely indirect, through his roles at that entity, and he expressly disclaims beneficial ownership beyond his pecuniary interest. The direct component is a grant of 2,297 RSUs, vesting on March 31, 2027 with earlier vesting upon a change in control or certain termination events. No open‑market buying or selling is reported; these are compensation and deal‑consideration related issuances.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Girardin Steve
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Exchangeable Shares | 2,702,180 | $0.00 | -- |
| Grant/Award | Special Voting Preferred Stock | 1 | $0.00 | -- |
| Grant/Award | Common Stock, par value $0.0001 per share | 2,297 | $0.00 | -- |
Holdings After Transaction:
Exchangeable Shares — 2,702,180 shares (Indirect, See footnote);
Special Voting Preferred Stock — 1 shares (Indirect, See footnote);
Common Stock, par value $0.0001 per share — 2,297 shares (Direct)
Footnotes (1)
- The reported securities were acquired by Groupe Autobus Girardin Ltee, a corporation existing under the federal laws of Canada ("GAG"), in connection with the acquisition by the issuer of the remaining interest in its Micro Bird joint venture, as more fully described in the issuer's current report on Form 8-K filed with the Securities & Exchange Commission on April 2, 2026. The remaining interest in the Micro Bird joint venture was acquired from the sellers partly for $63,021,287 in cash and partly for (a) 2,702,180 Exchangeable Shares of MB Exchangeco Inc., a corporation existing under the laws of the Province of Ontario and a subsidiary of the issuer, and (b) 1 share of Special Voting Preferred Stock of the issuer. The Special Voting Preferred Stock share entitles the holder thereof to vote with the issuer's common stockholders and to cast the number of votes equal to the number of shares of the issuer's common stock that the Exchangeable Shares are exchangeable for. The reporting person may be deemed to have indirect beneficial ownership of such securities by virtue of his roles as a GAG shareholder, GAG manager and member of the GAG board of directors. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The award represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the common stock of Blue Bird Corporation. The RSUs will vest on March 31, 2027; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company or if the reporting person's service terminates due to death, disability or due to completion of the reporting person's term of office as a director. Shares of common stock will be issued in settlement of the RSUs upon vesting and the earlier of the reporting person's compliance with the Company's applicable minimum stock ownership guidelines, termination of service as a director or a change in control event. The Exchangeable Shares are immediately exchangeable for shares of issuer's common stock, generally on a 1-for-1 basis, and while they do not expire, issuer, at its sole discretion, may force an exchange of any outstanding shares for shares of issuer's common stock after five years.
Key Figures
Exchangeable Shares issued: 2,702,180 shares
Cash consideration: $63,021,287
Special Voting Preferred share: 1 share
+4 more
7 metrics
Exchangeable Shares issued
2,702,180 shares
Issued to Groupe Autobus Girardin Ltee as Micro Bird JV consideration
Cash consideration
$63,021,287
Cash portion of consideration for remaining Micro Bird joint venture interest
Special Voting Preferred share
1 share
Issued to vote with common stock equal to exchangeable share equivalence
RSU grant size
2,297 units
Restricted stock units granted to Steve Girardin, each for one common share
RSU vesting date
March 31, 2027
Scheduled vesting date, subject to acceleration on change in control or certain terminations
Exchangeable share ratio
1-for-1
Exchangeable Shares generally exchangeable into one share of Blue Bird common stock
Forced exchange window
After five years
Issuer may force exchange of outstanding Exchangeable Shares after five years
Key Terms
Exchangeable Shares, Special Voting Preferred Stock, restricted stock units ("RSUs"), change in control, +1 more
5 terms
Special Voting Preferred Stock financial
"and (b) 1 share of Special Voting Preferred Stock of the issuer."
restricted stock units ("RSUs") financial
"The award represents a grant of restricted stock units ("RSUs")."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
change in control financial
"such RSUs will vest in full upon the occurrence of a "change in control" of the Company"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein."
FAQ
What did Blue Bird (BLBD) director Steve Girardin report acquiring in this Form 4?
Steve Girardin reported acquiring indirect and direct equity interests. An affiliated entity received 2,702,180 Exchangeable Shares and 1 Special Voting Preferred share, while he directly received 2,297 restricted stock units, each representing one share of Blue Bird common stock, subject to vesting conditions.
What are the terms of Steve Girardin’s 2,297 Blue Bird (BLBD) RSUs?
The 2,297 restricted stock units vest over time with acceleration triggers. They are scheduled to vest on March 31, 2027. Vesting accelerates upon a company change in control or if his service ends due to death, disability, or completion of his board term, with shares issued upon vesting.
What role did the Micro Bird joint venture transaction play in this Blue Bird (BLBD) Form 4?
The securities were issued as part of buying the remaining Micro Bird stake. Blue Bird acquired the remaining joint venture interest from sellers for $63,021,287 in cash plus 2,702,180 Exchangeable Shares and 1 Special Voting Preferred share, tying Girardin indirectly to those securities through his roles at the selling entity.
Does this Blue Bird (BLBD) Form 4 show open-market stock purchases or sales?
No open-market trades are reported in this Form 4. All transactions use code A, reflecting grants or other acquisitions. They include exchangeable and voting securities issued as deal consideration and a grant of 2,297 RSUs to Steve Girardin as equity compensation, rather than market buying or selling.