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[Form 4] SpartanNash Co Insider Trading Activity

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

Rhea-AI Filing Summary

SpartanNash director Atkins M. Shan reported on Form 4 that on September 22, 2025 C&S Wholesale Grocers, LLC completed a merger pursuant to a June 22, 2025 Merger Agreement. At the "Effective Time" all SpartanNash common shares were cancelled and converted into a cash payment of $26.90 per share. The filing shows a disposal of 57,471.42 common shares and a separate disposal of 7,847 shares, leaving the reporting person with 0 shares. Outstanding restricted stock units automatically vested, were cancelled, and converted into cash at $26.90 per share.

Positive

  • Completed acquisition by C&S Wholesale Grocers, LLC provides a defined cash consideration of $26.90 per share
  • RSUs vested and were settled in cash, ensuring holders received the same per-share cash treatment as common shareholders

Negative

  • Reporting person’s beneficial ownership reduced to 0 shares after cancellation and cash-out
  • Equity positions cancelled, eliminating any future upside tied to SpartanNash stock

Insights

TL;DR: A cash merger at $26.90 per share extinguished equity and converted RSUs to cash, eliminating the director's ownership stake.

The reported transaction documents a statutory cash-out merger where C&S Wholesale Grocers, LLC acquired SpartanNash under a Merger Agreement dated June 22, 2025. The mechanics reported—cancellation of common stock, conversion to a fixed cash payment, and automatic vesting and cash settlement of RSUs—are consistent with a completed change-of-control transaction. For shareholders, the material facts are the agreed cash consideration of $26.90 per share and the termination of equity positions. The filing confirms the director no longer holds beneficial ownership following the Effective Time.

TL;DR: Director's holdings were fully monetized in a completed acquisition; Form 4 shows settlement in cash and cancellation of equity awards.

The Form 4 discloses that all outstanding common stock and restricted stock units were cancelled and converted into cash at the same per-share price, indicating uniform treatment of equity holders under the merger terms. The signature by an attorney-in-fact and the explicit explanation notes are standard for post-closing Section 16 reporting. This filing is administrative confirmation of the merger's equity settlement rather than an open-market 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*
ATKINS M SHAN

(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 57,471.42 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 ATKINS M SHAN 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 happened to SpartanNash (SPTN) shares on 09/22/2025?

All outstanding SpartanNash common shares were cancelled at the Effective Time and converted into a cash payment of $26.90 per share pursuant to the Merger Agreement.

Why does the Form 4 show 0 shares owned by Atkins M. Shan?

The Form 4 reports that the reporting person’s shares were disposed of because they were cancelled and converted into cash at the merger Effective Time, leaving 0 shares.

What happened to SpartanNash restricted stock units (RSUs)?

Each outstanding SpartanNash RSU automatically vested, was cancelled, and was converted into a cash payment of $26.90 per underlying share under the Merger Agreement.

Who acquired SpartanNash and under what agreement?

C&S Wholesale Grocers, LLC acquired SpartanNash pursuant to an Agreement and Plan of Merger dated June 22, 2025.

Does the Form 4 indicate an open-market sale by the director?

No. The disposals reported are the result of the merger mechanics (cancellation and cash conversion), not open-market trades.
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