[Form 4] E2open Parent Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Chief Commercial Officer Greg Randolph filed a Form 4 reflecting the share settlement triggered by E2open Parent Holdings' August 3, 2025 merger with WiseTech Global. Randolph’s 564,914 Class A shares were cancelled for $3.30 per share in cash, reducing his direct common-stock ownership to zero.

In addition, 953,304 restricted stock units automatically converted into WiseTech Global RSUs using an exchange ratio tied to the same $3.30 cash value, AUD/USD forex rates and WiseTech’s 10-day VWAP, as stipulated in the May 25 Merger Agreement. No ETWO derivative securities remain after the conversion.

The filing confirms completion of the all-cash buyout, final insider consideration, and the transition of equity incentives to the new parent. Investors gain a precise record of the $3.30 take-out price and management’s post-deal ownership status.

Positive

• $3.30 cash-out price for 564,914 shares matches publicly announced merger terms, confirming valuation integrity.
• Automatic rollover of 953,304 RSUs into WiseTech awards preserves executive retention incentives post-merger.

Negative

• Executive now holds zero ETWO shares, removing direct ownership alignment with legacy shareholders.

Insights

Securities Analyst

TL;DR: Insider’s shares cashed out at $3.30 confirms merger close; neutral market impact.

The disposition is mechanical, tied to WiseTech’s acquisition. Cash consideration matches headline terms, so valuation expectations are unchanged. The CCO now holds no ETWO stock, eliminating direct alignment but receiving replacement RSUs in the parent, maintaining incentive continuity. Market effect is minimal because the deal price and timing were already public; the form simply documents settlement.

Corporate Governance Expert

TL;DR: Filing validates fair treatment and continuity of executive incentives post-merger.

The one-for-cash treatment of vested shares and seamless rollover of unvested RSUs indicate compliance with the merger agreement’s change-in-control provisions. No preferential terms or accelerated vesting beyond those outlined were granted, suggesting governance safeguards were respected. Impact to minority shareholders is neutral since payout mirrors their own $3.30 cash consideration.

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

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^*

Randolph Gregory

(Last) (First) (Middle)

14135 MIDWAY ROAD

SUITE G300

(Street)

ADDISON TX 75001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
E2open Parent Holdings, Inc. [ ETWO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2025

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

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

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

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
Class A Common Stock	08/03/2025		D		564,914	D	$3.3(1)(2)	0	D

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
Restricted Stock Unit	(3)(4)	08/03/2025		D			953,304(3)(4)	(1)(2)(3)(4)	(1)(2)(3)(4)	Class A Common Stock	(3)(4)	(3)(4)	0	D

Explanation of Responses:

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,

2. (Continued from footnote 1) 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"), 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 that 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").

3. Pursuant to the Merger Agreement, each such restricted stock unit was at the Effective Time, automatically cancelled and converted into a Parent restricted stock unit award covering the number of Parent ordinary shares equal to the product of (A) the quotient obtained by dividing (a) the Per Share Price by (b) the product of (i) the average exchange rate for Australian dollars to U.S. dollars over the ten consecutive trading days ending with the complete trading day immediately before the closing date of the Company Merger ("Closing Date") and (ii) the volume weighted average trading price in Australian dollars for Parent's ordinary shares on the Australian Securities Exchange over the same ten consecutive trading days ending with the complete trading day immediately before the Closing Date and

4. (Continued from footnote 3) (B) the number of shares of Class A Common Stock underlying such restricted stock unit, with any resulting factional number of Parent ordinary shares rounded down to the next whole number and generally subject to the same terms and conditions, including vesting terms.

	/s/ Greg Randolph	08/05/2025
	** 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.
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FAQ

What did ETWO Chief Commercial Officer Greg Randolph disclose in the Form 4?

Disposition of 564,914 Class A shares at $3.30 each and conversion of 953,304 RSUs into WiseTech Global RSUs.

How much cash will Randolph receive for his ETWO shares?

He is entitled to $3.30 per share, totaling approximately $1.86 million before taxes.

Do any ETWO derivative securities remain outstanding for the insider?

No. All ETWO RSUs were cancelled and exchanged for new WiseTech Global RSUs; ETWO positions are zero.

What does the filing imply about the E2open–WiseTech merger status?

It confirms the merger closed on 08/03/2025, with E2open now a wholly owned subsidiary of WiseTech Global.

Will Randolph continue to have equity incentives after the merger?

Yes, his 953,304 converted RSUs provide ongoing equity exposure to WiseTech Global.