Form 4: GYANI MOHAN S reports disposition transactions in SNCR

Rhea-AI Filing Summary

GYANI MOHAN S reported disposition transactions in a Form 4 filing for SNCR. The filing lists transactions totaling 56,055 shares.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider GYANI MOHAN S

Role Director

Type	Security	Shares	Price	Value
Disposition	Stock Option (Right to Purchase)	1,310	$0.00	--
Disposition	Stock Option (Right to Buy)	2,056	$0.00	--
Disposition	Common Stock	52,689	$0.00	--

Holdings After Transaction: Stock Option (Right to Purchase) — 0 shares (Direct); Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

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

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

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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^*

GYANI MOHAN S

(Last) (First) (Middle)

200 CROSSING BLVD.

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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		52,689	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 Purchase)	$48.87	02/13/2026		D			1,310(2)	(3)	02/20/2027	Common Stock	1,310	(4)	0	D
Stock Option (Right to Buy)	$26.46	02/13/2026		D			2,056(2)	(3)	06/14/2028	Common Stock	2,056	(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/ Mohan Gyani	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What does the latest Form 4 for SYNCHRONOSS TECHNOLOGIES INC (SNCR) report?

The Form 4 reports merger-related dispositions of common stock and options held by director Mohan S. Gyani. All reported Synchronoss shares were cancelled and converted into a cash right, and his listed stock options were cancelled or cashed out under the merger agreement’s terms.

How many SYNCHRONOSS TECHNOLOGIES INC (SNCR) shares did Mohan S. Gyani dispose of?

Mohan S. Gyani disposed of 52,689 shares of Synchronoss common stock. These shares were cancelled at the merger’s effective time and automatically converted into the right to receive $9.00 per share in cash, as specified in the merger agreement with Lumine Group US Holdco Inc.

What happened to Mohan S. Gyani’s Synchronoss (SNCR) stock options in the merger?

All reported stock options were cancelled pursuant to the merger agreement. Vested options for 1,310 and 2,056 underlying shares were converted into a cash payment based on the $9.00 per share merger consideration, with any option priced at or above $9.00 cancelled for no payment.

What cash consideration did Synchronoss (SNCR) shareholders receive in the merger?

Each Synchronoss common share became entitled to $9.00 in cash. At the merger’s effective time, all issued and outstanding common shares were cancelled and automatically converted into the right to receive $9.00 per share, without interest, under the merger agreement’s terms.

Does Mohan S. Gyani still hold Synchronoss (SNCR) securities after this Form 4?

No, the Form 4 shows zero securities remaining directly owned after the merger-related transactions. It reports 0 shares of common stock and 0 derivative securities beneficially owned following the cancellation and cash conversion steps required by the merger agreement.

Why was the Form 4 for SYNCHRONOSS TECHNOLOGIES INC (SNCR) filed on February 13, 2026?

The Form 4 reflects transactions dated February 13, 2026, tied to the merger’s effective time. It records how director Mohan S. Gyani’s common shares and stock options were cancelled or converted into cash rights under the merger agreement with Lumine Group US Holdco Inc.