Merger cashes out Crawford United (CRAWA) insider shareholdings
Rhea-AI Filing Summary
Crawford United Corporation director and 10% owner Matthew V. Crawford reported the disposition of all reported Class A and Class B common shares in connection with the completion of a cash merger. SPX Enterprises’ subsidiary merged into Crawford United, which now operates as a wholly owned subsidiary of SPX Enterprises.
At the effective time of the merger, each issued and outstanding common share of Crawford United was automatically converted into the right to receive $83.8636 in cash per share, without interest and net of applicable withholding taxes. Shares held directly by Matthew V. Crawford and indirectly through First Francis Company, Inc. and Three Bears Trust were all reported as disposed, leaving zero shares reported as beneficially owned.
Positive
- None.
Negative
- None.
Insights
Form 4 shows all reported Crawford United shares cashed out in a completed cash merger.
This Form 4 records that Matthew V. Crawford, a director and 10% owner of Crawford United Corporation, no longer reports ownership of Class A or Class B common shares. The change results from a merger where SPX Enterprises’ subsidiary combined with Crawford United.
Under the merger terms, each outstanding common share was converted into the right to receive $83.8636 in cash, without interest and net of withholding taxes. The filing lists dispositions of shares held directly, and indirectly through First Francis Company, Inc. and Three Bears Trust, with footnotes stating that Crawford disclaims beneficial ownership beyond any pecuniary interest.
Crawford United now functions as a wholly owned subsidiary of SPX Enterprises. This Form 4 mainly formalizes the end of reported equity holdings for this insider following the closing of the merger, rather than indicating an open-market sale or a change in operating performance.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Class A Common Shares | 39,250 | $0.00 | -- |
| Disposition | Class A Common Shares | 911,250 | $0.00 | -- |
| Disposition | Class A Common Shares | 336,204 | $0.00 | -- |
| Disposition | Class B Common Shares | 85,000 | $0.00 | -- |
| Disposition | Class B Common Shares | 433,750 | $0.00 | -- |
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger dated December 5, 2025 (the "Merger Agreement"), by and among SPX Enterprises, LLC, a Delaware limited liability company ("Parent"), Project King Acquisition, Inc., an Ohio corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and Crawford United Corporation, an Ohio corporation (the "Company"), the Merger Sub merged with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of the Parent (the "Merger"). At the effective time of the Merger, each issued and outstanding common share of the Company was converted automatically into the right to receive cash in an amount equal to $83.8636 per share without interest, net of all applicable withholding taxes. The reporting person is a shareholder of the corporation that owns the reported securities. For purposes of the Securities Exchange Act of 1934, the reporting person disclaims beneficial ownership of the reported securities, except to his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise. The reporting person is the trustee of the trust that owns the reported securities. For purposes of the Securities Exchange Act of 1934, the reporting person disclaims beneficial ownership of the reported securities, except to his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise.