All Diamond Hill (DHIL) shares converted to $175 cash in First Eagle deal

Rhea-AI Filing Summary

DIAMOND HILL INVESTMENT GROUP INC insider Jo Ann Quinif, President of DHCM, reported dispositions of company common stock tied to the completion of the merger with First Eagle Investment Management, LLC. On April 22, 2026, 816 indirectly held shares (by 401(k)) and 45,111 directly held shares were disposed of to the issuer at $175.00 per share, leaving her with zero reported shares. Under the merger agreement, every outstanding Diamond Hill common share and each outstanding restricted stock award was canceled and converted into the right to receive $175.00 in cash without interest.

Positive

• All outstanding common and restricted shares converted to $175 cash, providing Diamond Hill stockholders a definitive all-cash exit price upon completion of the acquisition by First Eagle Investment Management.

Negative

• None.

Insights

Equity compensation & M&A analyst

Form 4 shows all reported Diamond Hill shares cashed out at $175 in a completed sale of the company.

The filing reflects Jo Ann Quinif’s equity position being fully cashed out when Diamond Hill Investment Group was acquired by First Eagle Investment Management. A total of 816 indirectly held shares (via a 401(k)) and 45,111 directly held common shares were disposed of back to the issuer.

Footnotes state that, at merger closing, each outstanding common share and each share of restricted stock under the 2014, 2022, and 2025 Equity and Cash Incentive Plans was canceled and converted into the right to receive $175.00 in cash without interest. This indicates a complete cash-out transaction for the company’s equity, with no remaining derivative positions shown for this insider.

The Form 4 itself mainly documents the mechanical conversion and disposition to the issuer at the agreed $175.00 per-share merger price, rather than a discretionary open-market sale. The economically meaningful event for shareholders is the completed acquisition and the all-cash consideration level set in the merger agreement.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Quinif Jo Ann

Role President of DHCM

Type	Security	Shares	Price	Value
Disposition	Common	45,111	$175.00	$7.89M
Disposition	Common	816	$175.00	$143K

Holdings After Transaction: Common — 0 shares (Direct, null); Common — 0 shares (Indirect, By 401K)

Footnotes (1)

1. On April 22, 2026, the Company was acquired by First Eagle Investment Management, LLC pursuant to that certain Agreement and Plan of Merger, dated as of December 10, 2025 (the "Merger Agreement"), among Diamond Hill Investment Group, Inc., First Eagle Investment Management, LLC, and Soar Christopher Holdings, Inc. Pursuant to the Merger Agreement, upon the consummation of the merger, each issued and outstanding share of the Company's common stock was canceled and converted into the right to receive $175.00 in cash without interest. In addition, each share of restricted stock that was granted under the Company's 2014 Equity and Cash Incentive Plan, 2022 Equity and Cash Incentive Plan, and 2025 Equity and Cash Incentive Plan that was outstanding immediately prior to the consummation of the merger was canceled and converted into the right to receive $175.00 in cash without interest.

Key Figures

Direct shares disposed: 45,111 shares at $175.00/share Indirect shares disposed: 816 shares at $175.00/share Post-transaction holdings: 0 shares +3 more

6 metrics

Direct shares disposed 45,111 shares at $175.00/share Common stock disposition to issuer on April 22, 2026

Indirect shares disposed 816 shares at $175.00/share Common stock held by 401(k), disposition to issuer on April 22, 2026

Post-transaction holdings 0 shares Total Diamond Hill common shares reported after merger-related disposition

Merger cash consideration $175.00 per share Each issued and outstanding common share converted to cash right

Restricted stock treatment $175.00 per restricted share Shares under 2014, 2022, 2025 Equity and Cash Incentive Plans converted to cash rights

Disposition transactions 2 issuer dispositions (code D) Non-derivative transactions reported for April 22, 2026

Key Terms

Agreement and Plan of Merger, Merger Agreement, restricted stock, Equity and Cash Incentive Plan, +1 more

5 terms

Agreement and Plan of Merger regulatory

"pursuant to that certain Agreement and Plan of Merger, dated as of December 10, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Merger Agreement regulatory

"Pursuant to the Merger Agreement, upon the consummation of the merger, each issued and outstanding share"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

restricted stock financial

"each share of restricted stock that was granted under the Company's 2014 Equity and Cash Incentive Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Equity and Cash Incentive Plan financial

"2014 Equity and Cash Incentive Plan, 2022 Equity and Cash Incentive Plan, and 2025 Equity and Cash Incentive Plan"

disposition to issuer financial

"transaction_code_description: "Disposition to issuer""

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Quinif Jo Ann

(Last) (First) (Middle)

325 JOHN H. MCCONNELL BLVD.

SUITE 200

(Street)

COLUMBUS OHIO 43215

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DIAMOND HILL INVESTMENT GROUP INC [ DHIL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President of DHCM

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common	04/22/2026		D(1)		45,111(2)	D	$175	0	D
Common	04/22/2026		D(1)		816(2)	D	$175	0	I	By 401K

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On April 22, 2026, the Company was acquired by First Eagle Investment Management, LLC pursuant to that certain Agreement and Plan of Merger, dated as of December 10, 2025 (the "Merger Agreement"), among Diamond Hill Investment Group, Inc., First Eagle Investment Management, LLC, and Soar Christopher Holdings, Inc.

2. Pursuant to the Merger Agreement, upon the consummation of the merger, each issued and outstanding share of the Company's common stock was canceled and converted into the right to receive $175.00 in cash without interest. In addition, each share of restricted stock that was granted under the Company's 2014 Equity and Cash Incentive Plan, 2022 Equity and Cash Incentive Plan, and 2025 Equity and Cash Incentive Plan that was outstanding immediately prior to the consummation of the merger was canceled and converted into the right to receive $175.00 in cash without interest.

	Carlotta D. King by POA	04/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Diamond Hill (DHIL) report in this Form 4?

Diamond Hill reported that Jo Ann Quinif disposed of all reported common shares to the issuer. The Form 4 shows 816 indirectly held shares and 45,111 directly held shares converted at $175.00 per share in connection with the company’s acquisition by First Eagle.

How many DHIL shares did Jo Ann Quinif hold after the reported transactions?

After the April 22, 2026 transactions, Jo Ann Quinif reported holding zero Diamond Hill shares. Both the 816 indirectly owned shares and 45,111 directly owned shares were disposed of to the issuer as part of the merger cash-out at $175.00 per share.

What price per share did Diamond Hill (DHIL) stockholders receive in the merger?

Each issued and outstanding Diamond Hill common share was converted into the right to receive $175.00 in cash. Footnotes explain this all-cash amount applied at merger consummation and also to each outstanding restricted stock share, without interest.

Was the Jo Ann Quinif Form 4 transaction an open-market sale of DHIL stock?

No, the Form 4 records a disposition to the issuer as part of a merger. The transactions are coded as “D” (disposition to issuer) at $175.00 per share, reflecting cancellation and cash conversion under the merger agreement, not discretionary market selling.

How were DHIL restricted stock awards treated in the First Eagle acquisition?

Each outstanding restricted stock share was canceled and converted into a $175.00 cash right. The filing states this applied to awards granted under the 2014, 2022, and 2025 Equity and Cash Incentive Plans when the merger closed.

What does the Diamond Hill (DHIL) Form 4 imply about the merger’s completion?

The Form 4 indicates the merger closed and equity was cashed out at $175.00 per share. All reported common and restricted shares were canceled and turned into cash rights, consistent with consummation of the Agreement and Plan of Merger.