Form 4: Gabrys Christina reports disposition transactions in SNCR

Rhea-AI Filing Summary

Gabrys Christina reported disposition transactions in a Form 4 filing for SNCR. The filing lists transactions totaling 77,360 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gabrys Christina

(Last) (First) (Middle)

200 CROSSING BOULEVARD

8TH FLOOR

(Street)

BRIDGEWATER NJ 08807

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SYNCHRONOSS TECHNOLOGIES INC [ SNCR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/13/2026		D		70,975	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$61.92	02/13/2026		D			148(2)	(3)	06/06/2026	Common Stock	148	(4)	0	D
Stock Option (Right to Buy)	$48.87	02/13/2026		D			369(2)	(3)	02/20/2027	Common Stock	369	(4)	0	D
Stock Option (Right to Buy)	$33.66	02/13/2026		D			1,945(2)	(3)	09/11/2027	Common Stock	1,945	(4)	0	D
Stock Option (Right to Buy)	$26.46	02/13/2026		D			946(2)	(3)	06/14/2028	Common Stock	946	(4)	0	D
Stock Option (Right to Buy)	$26.82	02/13/2026		D			556(2)	(3)	08/02/2028	Common Stock	556	(4)	0	D
Stock Option (Right to Buy)	$10.71	02/13/2026		D			2,421(2)	(3)	07/08/2029	Common Stock	2,421	(4)	0	D

Explanation of Responses:

1. The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of December 3, 2025 (the "Merger Agreement"), by and among the Issuer, Lumine Group US Holdco Inc., a Delaware corporation, and Skyfall Merger Sub Inc., a Delaware corporation, whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were cancelled and automatically converted into the right to receive $9.00 per share in cash, without interest (the "Merger Consideration").

2. The number of shares reported in this Form 4 account for the one-for-nine Reverse Stock Split effected by the Issuer on December 11, 2023 (the "Reverse Stock Split"). No fractional shares were issued in connection with the Reverse Stock Split. Any fractional shares that would have resulted from the Reverse Stock Split were rounded up to the nearest whole number.

3. As of the Effective Time, all outstanding options have vested and are fully exercisable.

4. Pursuant to the Merger Agreement, each vested stock option was cancelled and automatically converted into the right to receive an amount in cash determined by multiplying (x) the excess, if any, of the Merger Consideration over the applicable exercise price of such option by (y) the number of vested shares subject to such option (the "Option Payment"), less all applicable deductions and withholdings required by law to be withheld in respect of such payment; provided, however, that the Option Payment for each option with an exercise price equal to or greater than $9.00 was $0 and such option was cancelled for no consideration.

Remarks:

	/s/Christina Gabrys	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did SNCR’s Christina Gabrys report on this Form 4?

Christina Gabrys reported disposing of 70,975 shares of Synchronoss common stock and multiple stock options on February 13, 2026. The equity was cancelled and converted to cash rights as part of a merger, rather than through open-market sales.

At what price were Synchronoss (SNCR) common shares converted in the merger?

Each Synchronoss common share was converted into the right to receive $9.00 per share in cash, without interest. This cash consideration applied to all issued and outstanding shares at the merger’s effective time under the Merger Agreement described in the filing.

How were Christina Gabrys’ Synchronoss (SNCR) stock options treated?

At the effective time, all outstanding options became fully exercisable, then were cancelled and converted into a cash payment. Each payment equaled any excess of the $9.00 merger price over the option’s exercise price, multiplied by vested shares, less required tax withholdings.

What happened to Synchronoss (SNCR) options with exercise prices at or above $9.00?

Options with an exercise price equal to or greater than $9.00 received no cash payment. Under the Merger Agreement, those options were simply cancelled for no consideration, since their exercise price was not below the merger cash price per share.

What reverse stock split does the SNCR Form 4 reference?

The Form 4 notes a one-for-nine reverse stock split effected on December 11, 2023. Share amounts in the report reflect this split, with fractional shares not issued and any resulting fractions rounded up to the nearest whole share.

Which companies were parties to the Synchronoss (SNCR) Merger Agreement?

The Merger Agreement was among Synchronoss Technologies, Inc., Lumine Group US Holdco Inc., and Skyfall Merger Sub Inc.. At the effective time, all Synchronoss common shares were cancelled and converted into cash rights at $9.00 per share.