Premier Inc. (PINC) completed $28.25-per-share cash merger payout
Rhea-AI Filing Summary
Premier, Inc. (PINC) completed a cash merger in which a reporting director disposed of 42,450 shares of Class A common stock on November 25, 2025. These shares were cancelled and converted into the right to receive $28.25 in cash per share, following the merger of Premium Merger Sub, Inc. into Premier, Inc., making Premier a wholly owned subsidiary of Premium Parent, LLC.
The disposition also covered shares underlying time-based restricted stock units granted before August 16, 2025, which were similarly converted into cash based on the $28.25 merger consideration plus any accrued cash dividend equivalents. After this transaction, the reporting person no longer beneficially owns Premier common stock.
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Insights
Premier’s go-private cash merger cashed out a director’s 42,450 shares at $28.25.
The disclosure shows that a Premier, Inc. director disposed of 42,450 shares of Class A common stock in connection with a completed cash merger. At the effective time on November 25, 2025, each outstanding share was cancelled and converted into the right to receive 28.25 per share in cash, indicating a full equity cash-out for common holders.
The filing also notes that time-based restricted stock units granted before August 16, 2025 were cancelled and converted into cash equal to the underlying share count multiplied by the 28.25 merger price, plus accrued cash dividend equivalents. This aligns equity incentive treatment with the common stock consideration and confirms that, post-merger, the reporting person holds no remaining Premier common stock.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Class A Common Stock | 42,450 | $28.25 | $1.20M |
Footnotes (1)
- Reflects the disposition of shares of Class A Common Stock, par value $0.01 per share ("Common Stock") of Premier, Inc. ("Issuer") pursuant to the consummation of the transactions contemplated by the Agreement and Plan of Merger dated as of September 21, 2025 (the "Merger Agreement") by and among the Issuer, Premium Parent, LLC ("Parent") and Premium Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, at the effective time of the Merger on November 25, 2025 (the "Effective Time"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). At the Effective Time, each issued and outstanding share of Common Stock was cancelled and converted automatically into the right to receive $28.25 in cash, without interest (the "Merger Consideration"), subject to certain exceptions set forth in the Merger Agreement. The shares of the Issuer's Common Stock reported as disposed of by the reporting person include shares of Common Stock underlying outstanding time-based vesting restricted stock unit awards previously reported as beneficially owned by the reporting person ("RSUs") and granted to the reporting person prior to August 16, 2025. Pursuant to the Merger Agreement, at the Effective Time, each of these RSUs was cancelled and converted into the right to receive an amount in cash, without interest, equal to the number of shares of Common Stock subject to the RSUs multiplied by the Merger Consideration (together with any accrued cash dividend equivalents).
