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[Form 4] SpartanNash Co Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MacPherson Kerrie D., a director of SpartanNash Company (SPTN), reported disposals of all her holdings following the company's acquisition by C&S Wholesale Grocers, LLC. The filing shows two reported cash conversions at $26.90 per share: one for 12,484 shares and one for 7,847 shares tied to restricted stock units, leaving the reporting person with zero beneficially owned shares. The explanatory note states the transactions resulted from a merger agreement under which SpartanNash stock was canceled and converted into cash consideration.

This disclosure documents the mechanics of the transaction for an insider: outstanding shares were canceled at the effective time and SpartanNash RSUs automatically vested, converted, and were paid in cash at the same per-share price.

Positive

  • Merger consideration specified: All equity converted to a cash payment of $26.90 per share.
  • RSUs handled consistently: Outstanding restricted stock units automatically vested and were converted to cash at the same per-share price.

Negative

  • Insider no longer holds equity: Reporting person reports zero shares beneficially owned following the conversion.
  • Complete cancellation of shares: All outstanding common stock was canceled at the effective time, eliminating public equity for SpartanNash.

Insights

TL;DR: Merger completed with cash consideration of $26.90 per share; insider holdings and RSUs cashed out.

The Form 4 confirms consummation of a merger in which C&S Wholesale Grocers completed an acquisition of SpartanNash, resulting in cancellation of outstanding common stock and cash-out of equity at $26.90 per share. The reporting entries show the director had both common shares and restricted stock units converted into cash, consistent with merger consideration rather than open-market trades. For stakeholders, this clarifies the transaction mechanics and that equity-based incentives were settled in cash at the stated per-share price.

TL;DR: Insider disclosures align with a corporate change of control and reflect full disposition of director's equity positions.

The filing shows the director no longer holds beneficially owned shares after the merger-based cash conversions. The RSUs automatically vested and were cancelled for cash consideration equal to the merger price per share, indicating plan provisions triggering at change of control operated as described. The disclosure is straightforward and provides transparency on how director-held equity and awards were treated in the transaction.

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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
MacPherson Kerrie D.

(Last) (First) (Middle)
850 76TH STREET SW

(Street)
GRAND RAPIDS MI 49518

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SpartanNash Co [ SPTN ]
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)
09/22/2025
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 09/22/2025 D 12,484 D $26.9(1) 7,847 D
Common Stock 09/22/2025 D 7,847 D $26.9(2) 0.00 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
Explanation of Responses:
1. On September 22, 2025, C&S Wholesale Grocers, LLC acquired the Issuer pursuant to an Agreement and Plan of Merger dated June 22, 2025 (the "Merger Agreement") by and among SpartanNash Company, New Mackinac HoldCo, Inc., Mackinac Merger Sub, Inc., and C&S Wholesale Grocers, LLC. At the Effective Time (as defined in the Merger Agreement), all outstanding SpartanNash Company stock was canceled immediately prior to the Effective Time and converted into the right to receive a cash payment of $26.90 a share.
2. Pursuant to the Merger Agreement, each SpartanNash restricted stock unit ("SpartanNash RSU") outstanding immediately prior to the Effective Time automatically vested and was cancelled and converted into the right to receive a cash payment of $26.90 in respect of each share of SpartanNash Company stock subject to such SpartanNash RSU.
Remarks:
/s/ Ileana McAlary, as Attorney-in-Fact for MacPherson Kerrie D. 09/22/2025
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Form 4 for SpartanNash (SPTN) report?

The Form 4 reports that director MacPherson Kerrie D. had her common stock and restricted stock units converted into a $26.90 per-share cash payment under the merger agreement, leaving her with zero shares.

Why were the shares and RSUs converted to cash?

According to the filing, conversion to cash occurred pursuant to the Agreement and Plan of Merger under which C&S Wholesale Grocers acquired SpartanNash and outstanding stock was canceled and converted into cash consideration.

How many shares were reported as disposed of on the Form 4?

The filing shows disposals tied to 12,484 common shares and 7,847 shares related to RSUs, both converted at $26.90 per share.

Did restricted stock units vest as part of the transaction?

Yes. The filing states each SpartanNash RSU outstanding immediately prior to the effective time automatically vested and was cancelled and converted into the right to receive cash at $26.90 per share.

Who acquired SpartanNash according to the Form 4?

The explanatory note identifies C&S Wholesale Grocers, LLC as the acquirer pursuant to the merger agreement.
Spartannash Co

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SPTN Stock Data

910.90M
33.37M
1.54%
99.54%
11.72%
Food Distribution
Wholesale-groceries, General Line
Link
United States
GRAND RAPIDS