Open Lending CEO reports $3.15 cash-out in merger
Buss Jessica E reported disposition transactions in this Form 4 filing.
Rhea-AI Filing Summary
Buss Jessica E reported disposition transactions in this Form 4 filing.
Open Lending Corp CEO Jessica E. Buss reported merger-related cash-out transactions. On July 28, 2026 she tendered 74,652 common shares for $3.15 per share in cash under a tender offer. At the merger’s Effective Time, 941,176 restricted stock units were cancelled for $3.15 in cash each, and 3,184,000 stock options with a $2.50 exercise price were cancelled and converted into cash based on the $3.15 offer price, all pursuant to a June 15, 2026 Agreement and Plan of Merger.
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Insights
Analyzing...
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Buss Jessica E
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Units F2 | 941,176 | -- | -- |
| Disposition | Stock Options F3 | 3,184,000 | -- | -- |
| Tender Offer | Common Stock, par value $0.01 per share F1 | 74,652 | $3.15 | $235K |
Holdings After Transaction:
Restricted Stock Units — 0 contracts (Direct);
Stock Options — 0 contracts (Direct);
Common Stock, par value $0.01 per share — 0 shares (Direct)
Footnotes (3)
- F1. The Reporting Person tendered the shares of common stock in exchange for $3.15 per share in cash in the tender offer (the "Offer") made pursuant to the Agreement and Plan of Merger, dated as of June 15, 2026 (the "Merger Agreement"), among the Issuer, ANV Group Holdings Ltd. and Lakers Acquisition Sub, Inc.
- F2. Pursuant to the Merger Agreement, each time-based restricted stock unit of the Issuer outstanding at the effective time of the merger (the "Effective Time") was cancelled and converted into the right to receive $3.15 in cash.
- F3. Pursuant to the Merger Agreement, each stock option of the Issuer (each, an "Option") outstanding and unexercised at the Effective Time with an exercise price per share that is less than $3.15 was cancelled and converted into the right to receive a cash payment equal to (x) the total number of shares of common stock subject to such Option multiplied by (y) the excess of $3.15 over the applicable exercise price per share.
Key Figures
Tendered common shares: 74,652 shares
Offer price: $3.15 per share
Cancelled RSUs: 941,176 units
+3 more
6 metrics
Tendered common shares
74,652 shares
Tendered on July 28, 2026 for $3.15 per share in cash
Offer price
$3.15 per share
Cash consideration per common share in the tender offer
Cancelled RSUs
941,176 units
Time-based restricted stock units cancelled at merger Effective Time for $3.15 in cash each
Cancelled stock options
3,184,000 options
Options with a $2.50 exercise price cancelled and converted into cash based on the $3.15 offer price
Option exercise price
$2.50 per share
Exercise price of cancelled options expiring March 31, 2035
Merger agreement date
June 15, 2026
Date of Agreement and Plan of Merger governing tender offer and equity award treatment
Key Terms
tender offer, restricted stock unit, Agreement and Plan of Merger, exercise price
4 terms
tender offer financial
"tendered the shares of common stock in exchange for $3.15 per share in cash in the tender offer"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
restricted stock unit financial
"each time-based restricted stock unit of the Issuer outstanding at the effective time"
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.
Agreement and Plan of Merger regulatory
"made pursuant to the Agreement and Plan of Merger, dated as of June 15, 2026"
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.
exercise price financial
"each stock option ... with an exercise price per share that is less than $3.15"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did Open Lending (LPRO) CEO Jessica Buss report in this filing?
Jessica Buss reported three merger-related disposals: tendering 74,652 common shares at $3.15 per share, cancellation of 941,176 restricted stock units for $3.15 in cash each, and cancellation of 3,184,000 stock options converted into a cash right tied to the $3.15 offer.
How many restricted stock units of Open Lending (LPRO) held by Jessica Buss were cancelled in the merger?
A total of 941,176 time-based restricted stock units were cancelled at the merger’s Effective Time and converted into the right to receive $3.15 in cash per unit, as provided in the Agreement and Plan of Merger dated June 15, 2026.
What happened to Jessica Buss’s Open Lending (LPRO) stock options in the merger?
Buss had 3,184,000 stock options with a $2.50 exercise price that were cancelled at the merger’s Effective Time. Each option was converted into a right to receive cash equal to the number of shares times the excess of $3.15 over the exercise price.
Were Jessica Buss’s Open Lending (LPRO) transactions made under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not checked, and the footnotes do not reference any trading plan. The reported tender, RSU cancellation, and option cancellation are described as actions taken pursuant to the merger agreement, not under a 10b5-1 plan.
Which merger agreement governs the Open Lending (LPRO) CEO’s reported transactions?
The transactions occurred under an Agreement and Plan of Merger dated June 15, 2026 among Open Lending, ANV Group Holdings Ltd. and Lakers Acquisition Sub, Inc., which provided for the $3.15 per share cash consideration and the treatment of RSUs and options.
AI-generated analysis. How Rhea-AI works. Not financial advice.
