Hillenbrand (NYSE: HI) director’s 67,968 RSUs cashed out at $32

Rhea-AI Filing Summary

Hillenbrand, Inc. director Neil S. Novich reported the cash-out of his equity awards in connection with the company’s merger with LSF12 Helix Parent, LLC. At the merger’s effective time, each share of common stock was converted into the right to receive $32.00 in cash.

Novich’s 67,968 restricted stock units, each representing one share of common stock, were cancelled and exchanged for a cash payment based on the $32.00 per-share merger consideration, less required withholding taxes. Following this transaction, he reported zero derivative securities beneficially owned.

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

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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^*

NOVICH NEIL S

(Last) (First) (Middle)

ONE BATESVILLE BOULEVARD

(Street)

BATESVILLE IN 47006

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hillenbrand, Inc. [ HI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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

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 Units	(1)(2)	02/10/2026		D			67,968	(1)(2)	(1)(2)	Common Stock	67,968	(1)(2)	0	D

Explanation of Responses:

1. On February 10, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 14, 2025, by and among Hillenbrand, Inc., an Indiana corporation (the "Issuer"), LSF12 Helix Parent, LLC, a Delaware limited liability company ("Parent"), and LSF12 Helix Merger Sub, Inc., an Indiana corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), on the terms and subject to the conditions set forth in the Merger Agreement, each share of the Issuer's common stock, without par value ("Common Stock"), issued and outstanding immediately prior to such time, with certain exceptions, was converted into the right to receive $32.00 in cash (the "Merger Consideration"), without interest.

2. Each restricted stock unit represents the contingent right to receive one share of the Common Stock. At the Effective Time, each time-vesting restricted stock unit and each vested deferred share granted or deemed purchased pursuant to an Issuer equity incentive or deferred compensation plan (each, a "Company Restricted Stock Unit") outstanding immediately prior to the Effective Time, whether vested or unvested, was cancelled in consideration for the right to receive a cash payment equal to the product of (i) the number of shares of Common Stock subject to such Company Restricted Stock Unit and (ii) the Merger Consideration, less any required withholding taxes.

	/s/ Allison A. Westfall, Attorney-in-Fact for Neil S. Novich	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What does the latest Form 4 for Hillenbrand (HI) show for director Neil Novich?

The Form 4 shows that director Neil S. Novich had his restricted stock units cancelled and cashed out in connection with Hillenbrand’s merger, with each underlying share converted into the right to receive $32.00 in cash under the merger agreement.

How many Hillenbrand (HI) restricted stock units did Neil Novich report in this filing?

Neil S. Novich reported 67,968 restricted stock units affected by the merger. Each unit represented the right to receive one share of Hillenbrand common stock, and all were cancelled in exchange for a cash payment tied to the $32.00 per-share merger consideration.

What merger consideration is disclosed for Hillenbrand (HI) common stock in this document?

The filing states that each share of Hillenbrand common stock outstanding immediately before the merger’s effective time was converted into the right to receive $32.00 in cash, without interest, subject to the terms and conditions of the merger agreement with LSF12 Helix Parent, LLC.

How were Hillenbrand (HI) restricted stock units treated at the merger effective time?

At the effective time, each Hillenbrand Company Restricted Stock Unit, whether vested or unvested, was cancelled in exchange for a cash payment equal to the number of underlying shares multiplied by the $32.00 merger consideration, reduced by any required withholding taxes.

Does Neil Novich still beneficially own Hillenbrand (HI) derivative securities after this transaction?

After the transaction, Neil S. Novich reported zero derivative securities beneficially owned. His 67,968 restricted stock units were fully cancelled and cashed out as part of the merger, leaving no remaining reported derivative equity awards in this filing.

What companies were involved in the Hillenbrand (HI) merger linked to this Form 4?

The merger involved Hillenbrand, Inc., LSF12 Helix Parent, LLC as the parent entity, and LSF12 Helix Merger Sub, Inc.. Merger Sub combined with Hillenbrand, which survived the merger as a wholly owned subsidiary of LSF12 Helix Parent, LLC.