Resideo Technologies (REZI) completes ADI spin-off and dividend share distribution
Rhea-AI Filing Summary
Resideo Technologies, Inc., which may be deemed a director and 10% owner of ADI Global Distribution Inc., reported restructuring transactions completed on August 3, 2026 in connection with the previously announced spin-off of ADI. ADI issued Resideo 75,918,198 shares of ADI common stock as part of internal reorganization steps, and Resideo then disposed of all 75,923,198 issued and outstanding ADI common shares by distributing a pro rata dividend of one ADI share for every two Resideo common shares held as of July 20, 2026, to effect the spin-off. Separately, ADI issued Resideo 150,000 shares of Series A Cumulative Convertible Participating Preferred Stock, initially convertible into ADI common stock at $16.152 per share and convertible at any time with no expiration; Resideo exchanged these ADI preferred shares for an equal number of its own Series A preferred shares held by other holders.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 5,000 shares
Net Sell
4 txns
Insider
RESIDEO TECHNOLOGIES, INC.
Role
Director, 10% Owner
Sold
150,000 shs
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Series A Cumulative Convertible Participating Preferred F3, F4, F5 | 150,000 | -- | -- |
| Sale | Series A Cumulative Convertible Participating Preferred F3, F4, F5 | 150,000 | -- | -- |
| Grant/Award | Common Stock F1 | 75,918,198 | -- | -- |
| Other | Common Stock F2 | 75,923,198 | $0.00 | $0.00 |
Holdings After Transaction:
Series A Cumulative Convertible Participating Preferred — 0 shares (Direct);
Common Stock — 0 shares (Direct)
Footnotes (5)
- F1. In connection with the previously announced spin-off (the "Spin-Off") of ADI Global Distribution Inc., a Delaware corporation ("ADI"), from Resideo Technologies, Inc., a Delaware corporation ("Resideo"), on August 3, 2026, ADI issued to Resideo 75,918,198 shares of ADI common stock, par value $0.001 per share (the "ADI Common Stock") as part of the internal reorganization transactions undertaken in connection with the Spin-Off.
- F2. On August 3, 2026, Resideo disposed of all 75,923,198 issued and outstanding shares of ADI Common Stock by distributing a pro rata dividend to Resideo common stockholders of one share of ADI Common Stock for every two shares of Resideo Common Stock, par value $0.001 per share, held by each holder of record as of the close of business on July 20, 2026, to effect the Spin-Off.
- F3. The Series A Cumulative Convertible Participating Preferred Stock, par value $0.001 per share (the "ADI Preferred Stock"), of ADI is convertible into shares of the ADI Common Stock at an initial conversion price per share of $16.152, which is subject to anti-dilution adjustments, including in the event of any stock split, stock dividend, recapitalization or similar event.
- F4. On August 3, 2026, ADI issued to Resideo 150,000 shares of the ADI Preferred Stock as part of the internal reorganization transactions undertaken in connection with the Spin-Off. Resideo exchanged such shares of ADI Preferred Stock for an equal number of shares of Series A Cumulative Convertible Participating Preferred Stock, par value $0.001 per share, of Resideo with holders thereof.
- F5. The ADI Preferred Stock is convertible at any time at the option of the holder and has no expiration date.
Key Figures
ADI common shares issued to Resideo: 75,918,198 shares
ADI common shares distributed: 75,923,198 shares
Spin-off dividend ratio: 1 ADI share for every 2 Resideo shares
+3 more
6 metrics
ADI common shares issued to Resideo
75,918,198 shares
ADI common stock issued to Resideo as part of internal reorganization transactions for the spin-off on August 3, 2026
ADI common shares distributed
75,923,198 shares
Resideo disposed of all issued and outstanding ADI common shares via pro rata dividend to its shareholders to effect the spin-off
Spin-off dividend ratio
1 ADI share for every 2 Resideo shares
Pro rata dividend distribution to Resideo common stockholders of record as of July 20, 2026
ADI preferred shares issued
150,000 shares
Series A Cumulative Convertible Participating Preferred Stock issued by ADI to Resideo as part of internal reorganization
Initial conversion price
$16.152 per share
Initial conversion price for ADI preferred stock into ADI common stock, subject to anti-dilution adjustments
Restructuring shares in J transaction
75,923,198 shares
Other acquisition or disposition (code J) tied to spin-off share distribution reported as restructuring in transaction summary
Key Terms
Spin-Off, Series A Cumulative Convertible Participating Preferred Stock, anti-dilution adjustments, pro rata dividend, +1 more
5 terms
Spin-Off financial
"In connection with the previously announced spin-off (the "Spin-Off") of ADI Global Distribution Inc."
A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.
Series A Cumulative Convertible Participating Preferred Stock financial
"150,000 shares of the ADI Preferred Stock as part of the internal reorganization"
A Series A cumulative convertible participating preferred stock is a class of ownership that sits above common shares in payment order, pays missed dividends before common holders (cumulative), can be switched into common stock (convertible), and can share in remaining proceeds alongside common shareholders after its preference is paid (participating). For investors, it reduces downside risk by giving priority on dividends and liquidation while still allowing upside through conversion and extra participation, but it can dilute common equity and affect returns.
anti-dilution adjustments financial
"conversion price per share of $16.152, which is subject to anti-dilution adjustments"
Anti-dilution adjustments are changes made to the ownership stakes or value of an investment to protect investors from having their shares become less valuable if the company issues new shares at a lower price. Imagine buying a piece of a pie, and then the pie is cut into more slices without increasing in size—these adjustments help ensure your slice still retains its worth. They matter to investors because they help preserve the value of their investment when the company’s share price drops.
pro rata dividend financial
"disposed of all 75,923,198 issued and outstanding shares of ADI Common Stock by distributing a pro rata dividend"
conversion price financial
"convertible into shares of the ADI Common Stock at an initial conversion price per share of $16.152"
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Resideo Technologies (REZI) report about its ADI Global Distribution (ADIG) spin-off?
Resideo reported completing the ADI spin-off on August 3, 2026. ADI issued 75,918,198 common shares to Resideo, which Resideo then distributed pro rata to its shareholders to separate ADI as an independent company.
What preferred stock did ADI Global Distribution (ADIG) issue to Resideo (REZI)?
On August 3, 2026, ADI issued Resideo 150,000 shares of Series A Cumulative Convertible Participating Preferred Stock. This ADI preferred stock was issued as part of internal reorganization transactions related to the spin-off.
At what price is ADI Global Distribution (ADIG) preferred stock convertible into common stock?
The ADI Series A Cumulative Convertible Participating Preferred Stock is initially convertible into ADI common stock at $16.152 per share. This conversion price is subject to anti-dilution adjustments for events such as stock splits and stock dividends.
Does the ADI Global Distribution (ADIG) preferred stock reported by Resideo (REZI) have an expiration date?
No. The filing states that the ADI preferred stock is convertible at any time at the option of the holder and has no expiration date, providing ongoing flexibility to convert into ADI common stock.