Leggett & Platt exec’s shares convert in Somnigroup deal
LEGGETT & PLATT INC (LEG) reports Form 4 transactions for executive officer Robert S. Smith Jr. related to the closing of a merger in which an acquisition vehicle of Somnigroup International Inc. merged with Leggett & Platt.
Rhea-AI Filing Summary
LEGGETT & PLATT INC (LEG) reports Form 4 transactions for executive officer Robert S. Smith Jr. related to the closing of a merger in which an acquisition vehicle of Somnigroup International Inc. merged with Leggett & Platt. Existing Leggett performance and restricted stock unit awards held by the officer were converted into Somnigroup equity-based awards or cash-settled rights, triggering deemed acquisitions and dispositions of Leggett common stock and cash-settled restricted stock units with no reported net buy or sell activity.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
SMITH ROBERT S JR
Role
EVP, Pres. - Spec. and FF&T
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Cash-Settled Restricted Stock Units F3 | 139,244 | -- | -- |
| Disposition | Cash-Settled Restricted Stock Units F3 | 139,244 | -- | -- |
| Grant/Award | Common Stock F1 | 139,250 | $0.00 | $0.00 |
| Disposition | Common Stock F2 | 291,043.4683 | -- | -- |
Holdings After Transaction:
Cash-Settled Restricted Stock Units — 0 contracts (Direct);
Common Stock — 0 shares (Direct)
Footnotes (3)
- F1. Leggett & Platt, Incorporated (Leggett), Somnigroup International Inc (Somnigroup), and Sparrow Unity Corporation, a wholly owned subsidiary of Somnigroup (Merger Sub) entered into an Agreement and Plan of Merger, dated 4/13/26 (the Merger Agreement), pursuant to which Merger Sub merged with and into Leggett (the Merger). At the effective time of the Merger (the Effective Time), each outstanding Leggett performance stock unit for which the performance period had not yet ended was assumed by Somnigroup and converted into the right to receive 0.1455 restricted stock units with respect to shares of Somnigroup common stock (each, a Somnigroup RSU) on the same terms, except the performance vesting conditions were deemed achieved at 200% of target (Assumed PSU Awards). The total represents a deemed acquisition by the reporting person of Leggett shares underlying the portion of the Assumed PSU Awards that, by their original terms, were to be settled in shares of Leggett common stock.
- F2. Reflects shares of Leggett common stock, outstanding Leggett restricted stock unit awards, and the portion of the Assumed PSU Awards held by the reporting person that, by their terms, were to be settled in shares of Leggett common stock, each of which, at the Effective Time, was converted into the right to receive 0.1455 shares of Somnigroup common stock or Somnigroup RSUs, or the cash equivalent thereof, as applicable, pursuant to the terms of the Merger Agreement.
- F3. The total in columns 5 and 7 represents the portion of the Assumed PSU Awards held by the reporting person that, by their original terms, were to be settled in cash. At the Effective Time, each such Assumed PSU Award was assumed by Somnigroup and converted into a Somnigroup RSU that represents a conditional right to receive a cash payment equal to the closing price of Somnigroup common stock on the applicable vesting date. Such Somnigroup RSUs will vest on the same schedule as the Assumed PSU Awards, on December 31, 2026, December 31, 2027 and December 31, 2028, respectively, and cash payments therefor will be delivered to the reporting person no later than March 15 following the respective vesting date.
Key Figures
Leggett common stock acquired: 139,250 shares
Leggett common stock disposed: 291,043.4683 shares
Cash-settled RSUs acquired: 139,244 units
+5 more
8 metrics
Leggett common stock acquired
139,250 shares
Deemed acquisition on 2026-08-26 related to Assumed PSU Awards
Leggett common stock disposed
291,043.4683 shares
Disposition on 2026-08-26 upon conversion under the merger agreement
Cash-settled RSUs acquired
139,244 units
Deemed acquisition of cash-settled restricted stock units on 2026-08-26
Cash-settled RSUs disposed
139,244 units
Disposition of cash-settled restricted stock units on 2026-08-26
Conversion ratio
0.1455 shares
Each referenced Leggett award or share converted into 0.1455 Somnigroup common shares or RSUs
Somnigroup RSU vesting dates
December 31, 2026; December 31, 2027; December 31, 2028
Vesting schedule for Somnigroup RSUs created from certain Assumed PSU Awards
Cash payment timing
No later than March 15 after each vesting date
Timing of cash payments for Somnigroup RSUs created from Assumed PSU Awards
Net buy/sell shares
0 shares
Transaction summary netBuySellShares for this Form 4
Key Terms
performance stock unit, restricted stock unit, Cash-Settled Restricted Stock Units, Agreement and Plan of Merger, +2 more
6 terms
performance stock unit financial
"each outstanding Leggett performance stock unit for which the performance period had not yet ended"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
restricted stock unit financial
"converted into the right to receive 0.1455 restricted stock units with respect to shares"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Cash-Settled Restricted Stock Units financial
"The total in columns 5 and 7 represents the portion of the Assumed PSU Awards held"
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger, dated 4/13/26"
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.
Effective Time regulatory
"At the effective time of the Merger (the Effective Time), each outstanding"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Somnigroup RSU financial
"converted into a Somnigroup RSU that represents a conditional right to receive a cash payment"
FAQ
What insider transactions did LEG (LEGGETT & PLATT INC) report for Robert S. Smith Jr.?
The filing reports two acquisitions and two dispositions on 2026-08-26 involving Leggett common stock and cash-settled restricted stock units, all tied to the conversion of existing awards at the time of a merger with an acquisition vehicle of Somnigroup.
What happened to the cash-settled restricted stock units in the LEG Form 4?
The officer reported 139,244 cash-settled restricted stock units acquired and the same number disposed on 2026-08-26. Footnotes explain these represent portions of performance unit awards converted into Somnigroup RSUs that will pay cash based on Somnigroup’s share price at vesting.
What conversion ratio between Leggett and Somnigroup equity is disclosed for LEG?
At the merger’s effective time, each applicable Leggett award or share referenced in the footnotes was converted into the right to receive 0.1455 shares of Somnigroup common stock or Somnigroup RSUs, or the cash equivalent, pursuant to the merger agreement.
When will the Somnigroup RSUs linked to LEG awards vest and pay out?
The Somnigroup RSUs created from certain cash-settled performance awards will vest on December 31, 2026, December 31, 2027, and December 31, 2028, with related cash payments delivered no later than March 15 following each respective vesting date.
Did the Form 4 for LEG indicate net insider buying or selling?
No. The transaction summary shows netBuySellShares of 0 and a netBuySellDirection of "neutral", reflecting that the reported acquisitions and dispositions are tied to award conversions rather than open-market purchases or sales.
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