[Form 4] SpartanNash Co Insider Trading Activity

Rhea-AI Filing Summary

Bentley Fred, a director of SpartanNash Company (SPTN), reported transactions on 09/22/2025 tied to the company's merger with C&S Wholesale Grocers, LLC. At the merger's effective time, all SpartanNash common shares were cancelled and converted into the right to receive $26.90 per share in cash. Bentley's Form 4 shows two dispositions: 9,587 shares and 7,847 shares (including restricted stock units that automatically vested and converted), leaving him with 0 SpartanNash shares following the transactions. The Form 4 was signed by an attorney-in-fact on Bentley's behalf.

Positive

• Cash consideration of $26.90 per share was provided for all outstanding common stock
• Restricted stock units automatically vested and were cash-settled, ensuring RSU holders received the same per-share cash payment

Negative

• Reporting director holds 0 shares after the transaction, eliminating insider equity exposure in SpartanNash
• All outstanding common stock was cancelled, concluding public equity interests reflected in this filing

Insights

Financial Analyst

TL;DR: A cash merger resulted in full conversion of equity to $26.90 per share, eliminating reported insider holdings.

The Form 4 documents a material corporate event where all outstanding common stock and outstanding restricted stock units were converted into a cash payment of $26.90 per share under the Merger Agreement with C&S Wholesale Grocers, LLC. The reporting director disposed of 9,587 and 7,847 shares (the latter representing vested RSUs), resulting in zero shares beneficially owned after the effective time. This is a definitive liquidity event for holders reflected in insider reporting; the filing is procedural confirmation of consideration paid and termination of equity positions.

Corporate Governance Expert

TL;DR: Insider disclosure confirms merger mechanics: cancellation of stock, automatic RSU vesting, and cash-out at $26.90 per share.

The disclosure clearly states that the Merger Agreement provided for immediate cancellation of outstanding shares and automatic vesting and cash settlement of restricted stock units at the $26.90 per-share cash consideration. The Form 4 is consistent with required Section 16 reporting following a change-in-control transaction and documents that the reporting officer/director no longer holds equity or derivative exposures in SpartanNash post-closing.

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
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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^*

BENTLEY FRED

(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		9,587	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 Bentley Fred	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 Bentley Fred report on Form 4 for SpartanNash (SPTN)?

The Form 4 reports dispositions on 09/22/2025 tied to the merger: dispositions of 9,587 and 7,847 shares and resulting beneficial ownership of 0 shares.

What was the per-share cash consideration in the SpartanNash merger?

The Merger Agreement provided a cash payment of $26.90 per share for all outstanding SpartanNash common stock and RSUs.

Did SpartanNash restricted stock units (RSUs) receive payment?

Yes. Each outstanding SpartanNash RSU automatically vested and was cancelled and converted into the right to receive $26.90 per underlying share.

Who acquired SpartanNash according to the Form 4?

The acquirer identified in the Form 4 explanation is C&S Wholesale Grocers, LLC, under an Agreement and Plan of Merger dated June 22, 2025.

When did the reported transactions occur?

The transactions and the effective conversion occurred on 09/22/2025.