MLNK CFO reports merger cash-out; RSUs convert to $20 cash awards
Rhea-AI Filing Summary
MeridianLink (MLNK) Form 4: The company’s Chief Financial Officer reported a merger-related disposition of common stock as ML Merger Sub combined with MeridianLink on October 24, 2025, making the issuer a wholly owned subsidiary of ML Holdco. Each outstanding share was converted into the right to receive $20.00 in cash, without interest.
The filing shows a disposition of 499,237 shares, with beneficial ownership reported as 0 shares following the transaction. It also notes 413,122 unvested RSUs were cancelled at closing and converted into cash replacement amounts tied to the same vesting schedule, payable in cash based on the $20.00 per share merger consideration, subject to continued service.
Positive
- None.
Negative
- None.
Insights
Merger closed; shares cashed out at $20; RSUs become cash-settled.
The Form 4 documents that the CFO’s MeridianLink shares were canceled for cash in connection with the closing of the take-private merger. The consideration was set at $20.00 per share, and reported holdings moved to zero after the transaction, indicating full equity cash-out through the merger mechanics.
Unvested equity changed form: 413,122 RSUs were converted into cash replacement amounts equal to the product of the merger consideration and the underlying shares. These amounts retain the prior vesting schedule and remain contingent on continued service, aligning post-close incentives with the new ownership structure.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock, par value $0.001 | 499,237 | $0.00 | -- |
Footnotes (1)
- This Form 4 reports securities disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated August 11, 2025, by and among the Issuer, ML Holdco, Inc. (as successor in interest to ML Holdco, LLC), a Delaware corporation ("Parent"), and ML Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of ML Holdco ("Merger Sub"). On October 24, 2025 (the "Effective Time"), Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly-owned subsidiary of Parent. Includes 413,122 unvested and outstanding restricted stock units subject to time-based vesting conditions (the "RSUs"). Each RSU represents the contingent right to receive one share of Issuer's Common Stock, par value $0.001 per share (the "Issuer Common Stock") upon vesting and settlement. Pursuant to the terms of the Merger Agreement at the Effective Time, each outstanding RSU was cancelled and extinguished and converted into a contingent right to receive solely an amount in cash (without interest and subject to any applicable withholding or other taxes) equal to the product of (i) the Merger Consideration (as defined below) payable with respect to such RSU multiplied by (ii) the aggregate number of shares of Issuer Common Stock subject to such RSU immediately prior to the Effective Time (the "Cash Replacement RSU Amounts"). The Cash Replacement RSU Amounts will, subject to the Reporting Person's continued service with Parent or its subsidiaries through the applicable vesting dates, vest and be payable at the same time as the RSUs for which the Cash Replacement RSU Amounts were exchanged would have vested pursuant to their terms. Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding share of Issuer Common Stock was automatically cancelled and converted into the right to receive $20.00 in cash, without interest (the "Merger Consideration"), less any applicable withholding taxes.
