Stephen Daffron Cashes Out 145,379 ETWO Shares at $3.30 in WiseTech Merger
Rhea-AI Filing Summary
Transaction: On 08/03/2025, Stephen C. Daffron, a director of E2open Parent Holdings, Inc. (ETWO), reported that his issued and outstanding 145,379 Class A common shares were cancelled and converted into the right to receive $3.30 per share in cash, leaving him with 0 Class A shares.
Compensation units: Additionally, 111,112 restricted stock units were automatically cancelled at the Effective Time and converted into cash equal to the per-share price. These actions arose under the Merger Agreement dated May 25, 2025, by which the company became a wholly owned subsidiary of WiseTech Global; the Form 4 was signed on 08/05/2025.
Positive
- Merger closing provided liquidity: Class A shares and RSUs were converted into cash at a stated $3.30 per share.
- Clear, documented counts: Filing specifies 145,379 shares and 111,112 RSUs, offering transparency on insider proceeds.
Negative
- Insider ownership eliminated: Reporting person now holds 0 Class A shares post-transaction.
- Company is now a wholly owned subsidiary of WiseTech Global, indicating loss of independent public float for ETWO shareholders.
Insights
TL;DR Director Daffron's holdings were cashed out at $3.30/share following the WiseTech merger; RSUs likewise converted to cash.
According to the Form 4, 145,379 Class A shares were cancelled and converted into cash at $3.30 per share on 08/03/2025, leaving the reporting person with 0 Class A shares. In addition, 111,112 RSUs were automatically cancelled and converted into cash equal to the per-share price. The transactions stem from the Merger Agreement dated May 25, 2025 that made E2open a wholly owned subsidiary of WiseTech Global. This filing documents the mechanical cash-out of equity holdings related to the merger and provides explicit counts and consideration.
TL;DR Form 4 discloses merger-related cancellation and cash conversion of insider equity; governance control transferred to acquirer.
The Form 4 confirms that at the Effective Time of the described mergers each issued and outstanding share and restricted stock unit held by the reporting person were cancelled and converted into cash pursuant to the Merger Agreement. The filing identifies the parent/acquirer as WiseTech Global Limited and records the Merger Agreement date as May 25, 2025. The filing is a routine, material disclosure documenting insider cash-out and the company's transition to a wholly owned subsidiary.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Unit | 111,112 | $0.00 | -- |
| Disposition | Class A Common Stock | 145,379 | $3.30 | $480K |
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 25, 2025, by and among E2open Parent Holdings, Inc., a Delaware corporation (the "Company"), E2open Holdings, LLC, a Delaware limited liability company ("Holdings"), WiseTech Global Limited, an Australian public company limited by shares ("Parent"), Emerald Parent Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Company Merger Sub") and Emerald Holdings Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent ("Holdings Merger Sub"), Company Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (such merger, the "Company Merger") and Holdings Merger Sub merged with and into Holdings, with Holdings surviving as wholly owned subsidiary of Parent (such merger, the "Holdings Merger" and together with the Company Merger, the "Mergers"), (Continued from footnote 1) and at the effective time of the Mergers (the "Effective Time") each issued and outstanding share of the Class A common stock of the Company, par value $0.0001 per share (the "Class A Common Stock") owned by the reporting person were previously reported and vested, were cancelled and converted into the right to receive $3.30 per share in cash without interest thereon (the "Per Share Price"). Pursuant to the Merger Agreement, each restricted stock unit of the Company was, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash equal to the product of (i) the Per Share Price and (ii) the total number of shares of Class A Common Stock subject to each such restricted stock unit as of immediately prior to the Effective Time.