[Form 4] Berry Corp (bry) Insider Trading Activity
Rhea-AI Filing Summary
Berry Corporation director reports equity conversion in CRC merger. A Form 4 for director Anne L. Mariucci shows the completion of the merger in which Dornoch Merger Sub, LLC combined with Berry Corporation, leaving Berry as a wholly owned subsidiary of California Resources Corporation (CRC).
At the effective time of the merger, each share of Berry common stock was converted into the right to receive 0.0718 shares of CRC common stock, with cash paid instead of any fractional shares. In connection with this, 22,659 2025 restricted stock units were settled into common stock and 158,661 Berry common shares were disposed of in the transaction, leaving the reporting person with no Berry shares beneficially owned.
The filing also explains that each time-vesting restricted stock unit that accelerated at closing was cancelled in exchange for cash equal to the number of Berry shares underlying the award multiplied by the product of $47.21 (the CRC volume-weighted average price defined in the merger agreement) and the 0.0718 exchange ratio.
Positive
- None.
Negative
- None.
Insights
Director equity is converted or cashed out as Berry becomes a CRC subsidiary.
The disclosure shows how director Anne L. Mariucci’s Berry equity was treated when Berry Corporation became a wholly owned subsidiary of California Resources Corporation. The merger agreement converts each Berry common share into 0.0718 shares of CRC common stock, a fixed stock-for-stock exchange ratio that also governs the treatment of equity awards.
For compensation, 22,659 time-based restricted stock units accelerated and were effectively turned into Berry common shares, which were then converted or canceled as part of the merger mechanics. The filing states that each such RSU was cancelled in exchange for cash equal to the number of Berry shares subject to the award multiplied by the product of $47.21, the CRC volume-weighted average price defined in the agreement, and the 0.0718 exchange ratio.
After the reported transactions, the Form 4 lists 0 Berry shares beneficially owned, reflecting that the director’s legacy Berry position has been fully converted into CRC stock rights and cash according to the merger terms. Subsequent company disclosures would be the place to find how these director holdings appear on the CRC side.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | 2025 Restricted Stock Units | 22,659 | $0.00 | -- |
| Exercise | 2025 Restricted Stock Units | 22,659 | $0.00 | -- |
| Disposition | Common Stock | 158,661 | $0.00 | -- |
Footnotes (1)
- On December 18, 2025, the transactions contemplated by the Agreement and Plan of Merger, dated September 14, 2025 (the "Merger Agreement"), by and among Berry Corporation (bry) (the "Issuer"), California Resources Corporation ("CRC"), and Dornoch Merger Sub, LLC ("Merger Sub") were consummated. Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer with the Issuer surviving as a wholly owned subsidiary of CRC (the "Merger"). Pursuant to the Merger Agreement, each share of the Issuer's common stock, par value $0.001 per share ("Berry Common Stock"), beneficially owned by the Reporting Person at the effective time of the Merger (the "Effective Time") was converted into the right to receive 0.0718 (the "Exchange Ratio") shares of common stock, par value $0.01 per share, of CRC ("CRC Common Stock"), with cash paid in lieu of the issuance of fractional shares (the "Merger Consideration"). Pursuant to the Merger Agreement, each outstanding restricted stock unit not subject to performance-based vesting conditions ("RSU") that accelerated at the Effective Time in accordance with its terms ("Single Trigger RSU") was cancelled in exchange for an amount in cash equal to the number of shares of Berry Common Stock subject to such Single Trigger RSU multiplied by the product of (a) $47.21 (the VWAP per share of CRC Common Stock for the 15 consecutive trading days ending on and including the second full trading day prior to the Effective Time in accordance with the Merger Agreement) and (b) the Exchange Ratio .