TruBridge, Inc. (TBRG) CEO reports stock cancellation and cash payout at $26.25 per share
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
TruBridge, Inc. President and CEO Christopher L. Fowler reported issuer-related dispositions of common stock in connection with the closing of a cash merger on July 9, 2026. Each issued and outstanding share of TruBridge common stock was cancelled and converted into the right to receive $26.25 per share in cash, subject to applicable withholding taxes, while a portion of his unvested restricted stock was forfeited and the remaining unvested restricted stock was accelerated and converted into the same cash consideration.
Positive
- None.
Negative
- None.
Insights
CEO equity position converted or forfeited as TruBridge goes private in cash merger.
Christopher L. Fowler, President and CEO of TruBridge, Inc., reported dispositions of common stock labeled as issuer dispositions tied to a completed merger. The entries reflect how his equity awards were treated rather than open-market trading activity.
Under the merger agreement, each outstanding share of TruBridge common stock was cancelled and converted into the right to receive $26.25 per share in cash. Some unvested restricted stock was forfeited at the effective time, while the remaining unvested restricted stock was accelerated and converted into the same cash consideration.
This pattern is typical in a going-private or change-of-control transaction, where public shares are eliminated and equity awards are either paid out or forfeited based on vesting terms described in the merger agreement dated April 23, 2026.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Fowler Christopher L
Role
President and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 16,286 | $0.00 | -- |
| Disposition | Common Stock | 120,486 | $26.25 | $3.16M |
| Disposition | Common Stock | 16 | $26.25 | $420.00 |
Holdings After Transaction:
Common Stock — 120,486 shares (Direct, null);
Common Stock — 0 shares (Indirect, By spouse)
Footnotes (1)
- On July 9, 2026, pursuant to that certain Agreement and Plan of Merger, dated as of April 23, 2026 (the "Merger Agreement"), by and among TruBridge, Inc. (the "Issuer"), Inventurus Knowledge Solutions, Inc., a Delaware corporation ("Parent"), IKS Next Horizon, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), and solely for certain limited purposes as specified therein, Inventurus Knowledge Solutions Limited, an Indian public limited company, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. Represents the portion of the reporting person's unvested restricted stock that was forfeited at the effective time of the Merger (the "Effective Time") pursuant to the Merger Agreement. At the Effective Time, pursuant to the Merger Agreement, each share of the Issuer's common stock, par value $0.001 per share, that was issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was cancelled and converted into the right to receive $26.25 per share in cash, without interest, and subject to any applicable withholding taxes (the "Merger Consideration"). In addition, to the extent not forfeited pursuant to the Merger Agreement, each share of unvested restricted stock held by the reporting person immediately prior to the Effective Time was accelerated and converted into the right to receive the Merger Consideration pursuant to the Merger Agreement.
Key Figures
Direct shares disposed: 120,486 shares
Indirect shares disposed (spouse): 16 shares
Unvested restricted stock forfeited: 16,286 shares
+2 more
5 metrics
Direct shares disposed
120,486 shares
Issuer disposition of common stock at $26.25 per share on July 9, 2026
Indirect shares disposed (spouse)
16 shares
Issuer disposition of indirectly held common stock at $26.25 per share
Unvested restricted stock forfeited
16,286 shares
Portion of unvested restricted stock forfeited at the merger effective time
Merger consideration per share
$26.25 per share
Cash paid for each issued and outstanding TruBridge common share at the effective time
Total direct holdings after one disposition entry
120,486 shares
Total shares following the 16,286-share forfeiture transaction
Key Terms
Agreement and Plan of Merger, Merger Consideration, restricted stock, wholly owned subsidiary
4 terms
Agreement and Plan of Merger regulatory
"pursuant to that certain Agreement and Plan of Merger, dated as of April 23, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"was cancelled and converted into the right to receive $26.25 per share in cash"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
restricted stock financial
"unvested restricted stock that was forfeited at the effective time of the Merger"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
wholly owned subsidiary regulatory
"with the Issuer surviving the Merger as a wholly owned subsidiary of Parent"
A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.
FAQ
What did TruBridge (TBRG) CEO Christopher Fowler report in this Form 4?
Christopher L. Fowler reported issuer dispositions of TruBridge common stock tied to a completed merger, where his outstanding shares and certain equity awards were cancelled, converted to cash rights, or forfeited under the merger agreement.
What happened to the CEO’s unvested restricted TruBridge (TBRG) stock in the merger?
Footnotes state a portion of Fowler’s unvested restricted stock was forfeited at the merger’s effective time, while the remaining unvested restricted stock vested early and was converted into the right to receive the $26.25 per-share cash merger consideration.