Crawford United (CRAWA) cashed out at $83.8636 as entities tied to director exit
Rhea-AI Filing Summary
Crawford United Corporation reported that a merger closed in which all common shares were cashed out. Under a merger agreement with SPX Enterprises, LLC, each issued and outstanding common share of Crawford United was automatically converted into the right to receive $83.8636 per share in cash, without interest and subject to applicable withholding taxes.
The Form 4 shows that entities associated with director and 10% owner Steven H. Rosen disposed of their Class A and Class B Common Shares in this transaction, leaving no reported beneficial holdings afterward. Rosen disclaims beneficial ownership of the securities beyond any pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Merger cashes out Crawford United shares held by entities tied to director Steven Rosen.
The Form 4 reflects a completed merger in which all outstanding Crawford United common shares were converted into a cash right of $83.8636 per share. This is not an open‑market sale but a mandatory transaction under the merger agreement with SPX Enterprises, LLC.
The entries show disposals of Class A and Class B Common Shares, including holdings owned directly by Seven Investors, LLC and the LJNP Investment Trust, entities associated with Steven H. Rosen. The filing notes that Rosen disclaims beneficial ownership beyond any pecuniary interest, so the movements primarily represent the merger cash‑out rather than discretionary trading.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Class A Common Shares | 30,250 | $0.00 | -- |
| Disposition | Class A Common Shares | 336,203 | $0.00 | -- |
| Disposition | Class B Common Shares | 85,000 | $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 securities reported herein include (i) 42,500 Class B Common Shares and 168,101 Class A Common Shares owned directly by Seven Investors, LLC and (ii) 42,500 Class B Common Shares and 168,102 Class A Common Shares owned directly by the LJNP Investment Trust. 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.