Emerald Holding (NYSE: EEX) director paid $5.03 per share in merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Emerald Holding, Inc. director Hyatt Todd S. disposed of 137,359 shares of common stock on July 14, 2026 through a disposition to the issuer tied to a merger in which Emerald became a wholly owned subsidiary of Emma Buyer, LLC. These shares were cancelled and converted into the right to receive $5.03 in cash per share under the merger agreement. The position included 23,255 restricted stock units that became fully vested and were similarly converted into cash at the merger consideration, leaving no reported Emerald common stock holdings afterward.
Positive
- None.
Negative
- None.
Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
Hyatt Todd S.
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 137,359 | -- | -- |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 9, 2026, by and among the Issuer, Emma Buyer, LLC, a Delaware limited liability company ("Parent"), and Emma Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent ("Merger Sub"), on July 14, 2026 (the "Effective Date"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Parent. In connection with the Merger, these shares were cancelled and converted into the right to receive $5.03 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration"). Includes 23,255 restricted stock units ("RSUs") subject to time-based vesting requirements. Pursuant to the Merger Agreement, as of the Effective Time, these RSUs automatically became fully vested and were cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of shares of Common Stock subject to the RSUs multiplied by (ii) the Merger Consideration, without interest and subject to any applicable tax withholding.
Key Figures
Common shares disposed: 137,359 shares
Merger consideration: $5.03 per share
Restricted stock units vested: 23,255 RSUs
+2 more
5 metrics
Common shares disposed
137,359 shares
Disposition to issuer on July 14, 2026 in connection with merger
Merger consideration
$5.03 per share
Cash received per share of Emerald Holding common stock under merger agreement
Restricted stock units vested
23,255 RSUs
RSUs became fully vested and were converted to cash at merger consideration
Shares held after transaction
0 shares
Reported Emerald Holding common stock holdings following merger-related disposition
Merger effective date
July 14, 2026
Date Emma Merger Sub, Inc. merged with and into Emerald Holding
Key Terms
Agreement and Plan of Merger, Merger Consideration, restricted stock units ("RSUs"), time-based vesting requirements
4 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 9, 2026"
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 Consideration financial
"converted into the right to receive $5.03 in cash per share, referred to as the Merger Consideration"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
restricted stock units ("RSUs") financial
"Includes 23,255 restricted stock units ("RSUs") subject to time-based vesting requirements."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
time-based vesting requirements financial
"Includes 23,255 restricted stock units ("RSUs") subject to time-based vesting requirements."
Time-based vesting requirements are rules that grant an employee the right to stock, options or other equity only after they work for the company for a set period or reach specific time checkpoints, like earning a reward after paying installments. For investors this matters because it spreads out when new shares can be claimed and sold, affecting future dilution, employee retention, and the timing of potential selling pressure on the stock.
FAQ
What transaction did Emerald Holding (EEX) director Hyatt Todd S. report?
He reported disposing of 137,359 shares of Emerald Holding common stock to the issuer in connection with a merger. The shares were cancelled and converted into the right to receive $5.03 in cash per share under the merger agreement, leaving no remaining common stock holdings.
What happened to Hyatt Todd S.’s restricted stock units in the Emerald Holding (EEX) merger?
He held 23,255 restricted stock units (RSUs) subject to time-based vesting that became fully vested at the merger’s effective time. These RSUs were cancelled and converted into cash equal to the RSU share count multiplied by the $5.03 merger consideration per share, subject to tax withholding.
When did the Emerald Holding (EEX) merger affecting Hyatt Todd S.’s holdings take effect?
The merger became effective on July 14, 2026, when Emma Merger Sub, Inc. merged with and into Emerald Holding. That effective date triggered cancellation of his shares and RSUs and conversion into the contractual cash merger consideration of $5.03 per share.