Form 4: Juniper Director Sells All Shares as HPE Deal Closes at $40 Cash
Rhea-AI Filing Summary
Form 4 filing overview – Juniper Networks, Inc. (JNPR)
Director William Stensrud reported the disposition of all of his Juniper equity on 07/02/2025, the date Juniper was acquired by Hewlett Packard Enterprise (HPE) under the January 9, 2024 Merger Agreement.
- Common stock: 124,548 shares previously held indirectly through a trust were converted into cash at $40.00 per share, eliminating Stensrud’s direct or indirect ownership.
- RSU award: 6,840 restricted stock units held as a non-employee director were also cancelled and paid out in cash at the same $40.00 consideration.
Post-transaction, the reporting person holds 0 Juniper shares or derivatives. The company has become a wholly-owned HPE subsidiary, so public Juniper shares have been retired. This Form 4 therefore serves as a final disclosure of insider ownership and confirms cash settlement terms already announced in the merger agreement.
Positive
- Merger consummated: Cash payment of $40.00 per share to holders, as confirmed by insider disposition.
Negative
- None.
Insights
TL;DR – Filing confirms HPE’s $40 all-cash merger closed, wiping out Juniper’s public float.
The Form 4 is an administrative but material milestone: it evidences legal consummation of the HPE-Juniper merger. All Juniper equity instruments—124,548 common shares and 6,840 RSUs—were cashed out at $40.00, exactly matching terms in the definitive agreement. Investors receive liquidity and transaction certainty; Juniper ceases to trade independently. For arbitrageurs, the closing removes deal-completion risk and locks in the spread. I view the disclosure as positively impactful because it finalises value transfer and eliminates execution overhang.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | RSU Award | 6,840 | $0.00 | -- |
| Disposition | Common Stock | 124,548 | $0.00 | -- |
Footnotes (1)
- Pursuant to an Agreement and Plan of Merger, dated as of January 9, 2024 (the "Merger Agreement"), entered into by and among Juniper Networks, Inc., a Delaware corporation (the "Issuer"), Hewlett Packard Enterprise Company, a Delaware corporation ("Parent"), and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), on July 2, 2025, in accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent (the "Merger"). In connection with the Merger, each outstanding share of Issuer common stock ("Share") was converted into the right to receive an amount equal to $40.00 per share in cash, without interest (the "Merger Consideration"). Pursuant to the Merger Agreement, each Issuer restricted stock unit ("RSU") award outstanding immediately prior to the effective time of the Merger and held by a non-employee member of the Issuer's board of directors was cancelled and converted into the right to receive an amount of cash equal to the product of (A) the number of Shares that were subject to such Issuer RSU award as of immediately prior to the effective time of the Merger, multiplied by (B) the Merger Consideration. Not applicable.
