Open Lending Corp (LPRO) fund tenders 7.56M shares in merger offer
Rhea-AI Filing Summary
Open Lending Corp reported that an entity associated with director and ten percent owner Blair J. Greenberg disposed of shares pursuant to a merger-related tender offer. On July 28, 2026, Bregal Sagemount I, L.P. tendered 7,564,566 shares of common stock at $3.15 per share in cash under an Agreement and Plan of Merger dated June 15, 2026 among Open Lending Corp, ANV Group Holdings Ltd. and Lakers Acquisition Sub, Inc.
The shares were held indirectly through Bregal Sagemount I, L.P., and Greenberg disclaims beneficial ownership except for any pecuniary interest. Following this disposition, the reported indirect holdings for this position are 0 shares. The transaction was not reported as being conducted under a Rule 10b5-1 trading plan.
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Insights
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Insider Trade Summary
Net Seller: 7,564,566 shares
Net Sell
1 txn
Insider
Greenberg Blair J.
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tender Offer | Common Stock, par value $0.01 per share F1, F2 | 7,564,566 | $3.15 | $23.83M |
Holdings After Transaction:
Common Stock, par value $0.01 per share — 0 shares (Indirect, See Footnote)
Footnotes (2)
- F1. This Form 4 reports securities disposed of 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. Pursuant to the Merger Agreement, Bregal Sagemount I, L.P tendered shares of common stock of the Issuer in exchange for $3.15 per share in cash in the tender offer.
- F2. The shares reported herein are held directly by Bregal Sagemount I, L.P. ("Bregal Sagemount"). The Reporting Person is the director of Bregal Investments, Inc. ("Bregal Investments") which is a registered investment advisor. Bregal Sagemount Management LP ("Bregal Management") is the advisor of Bregal Sagemount and Bregal Management is a relying advisor on Bregal Investments. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 of the Securities Exchange Act of 1934 or any other purpose.
Key Figures
Shares tendered: 7,564,566 shares
Tender offer price: $3.15 per share
Post-transaction holdings: 0 shares
+1 more
4 metrics
Shares tendered
7,564,566 shares
Common stock disposed of on July 28, 2026 via tender offer
Tender offer price
$3.15 per share
Cash consideration per share under the merger-related tender offer
Post-transaction holdings
0 shares
Indirect holdings reported for this position after the disposition
Merger agreement date
June 15, 2026
Date of Agreement and Plan of Merger governing the tender offer
Key Terms
Agreement and Plan of Merger, tender offer, registered investment advisor, pecuniary interest, +1 more
5 terms
Agreement and Plan of Merger regulatory
"disposed of 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.
tender offer financial
"tendered shares of common stock of the Issuer 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.
registered investment advisor financial
"Bregal Investments, Inc. ("Bregal Investments") which is a registered investment advisor"
A registered investment advisor is a professional or firm that provides financial advice and manages investments for clients, operating under regulations that require them to act in their clients' best interests. This designation helps investors identify trustworthy advisors who are legally committed to providing transparent and fair guidance, much like a licensed doctor is bound to prioritize patient well-being.
pecuniary interest financial
"disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein"
beneficial ownership regulatory
"this report shall not be deemed an admission that he is the beneficial owner of such shares"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did Open Lending Corp (LPRO) disclose for Blair J. Greenberg?
Open Lending Corp disclosed that an entity associated with Blair J. Greenberg tendered 7,564,566 common shares at $3.15 per share in cash in a merger-related tender offer, reducing reported indirect holdings for this position to zero following the transaction.
Was the Open Lending Corp (LPRO) insider transaction executed under a Rule 10b5-1 plan?
The transaction was not reported as being made under a Rule 10b5-1 trading plan. The Rule 10b5-1 checkbox was not marked as applicable, and the disposition occurred pursuant to the merger-related tender offer terms.
What agreement governed the Open Lending Corp (LPRO) tender offer involving this insider-linked sale?
The disposition occurred under an Agreement and Plan of Merger dated June 15, 2026 among Open Lending Corp, ANV Group Holdings Ltd. and Lakers Acquisition Sub, Inc., which provided for a tender offer at $3.15 per share in cash.