CFSB Form 4 shows $14.25 cash-out and options cancelled at $7.99
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CFSB Bancorp (CFSB) filed a Form 4 reflecting merger-related conversions. At the Effective Time under the Merger Agreement, each share of common stock was converted into the right to receive $14.25 per share in cash without interest.
The reporting person, a VP-Financial Markets, shows dispositions tied to the closing and now reports 0 shares beneficially owned directly and indirectly. All unvested restricted stock vested and was treated as outstanding for the cash consideration. Outstanding stock options with a $7.99 exercise price were cancelled for cash equal to the intrinsic value based on the $14.25 merger price.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Denizkurt Kemal
Role
VP-Financial Markets
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Options | 14,000 | $0.00 | -- |
| Disposition | Common Stock | 6,000 | $0.00 | -- |
| Disposition | Common Stock | 2,390 | $0.00 | -- |
| Disposition | Common Stock | 9,301 | $0.00 | -- |
Holdings After Transaction:
Stock Options — 0 shares (Direct);
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By ESOP)
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger dated as of May 20, 2025, by and among Hometown Financial Group, MHC, Hometown Financial Group, Inc., Hometown Financial Acquisition Corp. II, 15 Beach, MHC and the Issuer (the "Merger Agreement"), at the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of Common Stock of the Issuer was converted automatically into the right to receive cash in an amount equal to $14.25 per share without interest (the "Merger Consideration"). Pursuant to the Merger Agreement, all unvested shares of restricted stock automatically vested in full at the Effective Time, and were considered outstanding shares of common stock entitled to receive the Merger Consideration, net of all applicable withholding taxes. Reflects transactions not required to be reported pursuant to Section 16 of the Securities Act of 1934, as amended. Pursuant to the Merger Agreement, each outstanding and unexercised option immediately prior to the Effective Time, whether vested or unvested, was cancelled in exchange for the right to receive an amount in cash equal to the product of (i) the excess, if any, of the Merger Consideration over the per share exercise price of such option, multiplied by (ii) the number of shares of Common Stock then subject to such option, net of all applicable withholding taxes.
FAQ
What did CFSB (CFSB) disclose in this Form 4?
It reports merger-related conversions where each common share was converted into the right to receive $14.25 in cash at the Effective Time.
What happened to CFSB stock options?
Options with a $7.99 exercise price were cancelled for cash equal to the excess of $14.25 over the exercise price, times the number of shares, net of taxes.
Does the filing indicate any remaining beneficial ownership?
The tables show 0 derivative and non-derivative securities beneficially owned following the reported transactions.
Which entities were parties to the merger agreement?
The agreement was among Hometown Financial Group, MHC, Hometown Financial Group, Inc., Hometown Financial Acquisition Corp. II, 15 Beach, MHC, and the issuer.