TruBridge (TBRG) director fully cashes out common stock at $26.25 per share in merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
TruBridge, Inc. director David A. Dye reported dispositions of all his common stock holdings in connection with the cash merger completed on July 9, 2026. At the merger’s effective time, each share of TruBridge common stock was cancelled and converted into the right to receive $26.25 per share in cash, including shares held directly and in a trust for the benefit of the reporting person and his children. Earlier, in March 2025, a total of 4,783 shares had been withheld to cover taxes upon the vesting of restricted stock.
Positive
- None.
Negative
- None.
Insights
Director’s TruBridge stake was fully cashed out via a cash merger.
Director David A. Dye reported that all of his TruBridge common shares, both directly held and in a family trust, were disposed of when the company completed a cash merger on July 9, 2026. Each share was cancelled and converted into the right to receive $26.25 in cash, so this is a transactional clean-up tied to the acquisition rather than an open-market sale.
The filing also notes prior F-code transactions in March 2025, where 4,783 shares were withheld at prices of $28.10 and $28.31 to satisfy tax obligations upon restricted stock vesting. Those tax-withholding dispositions are routine compensation mechanics and not discretionary selling. Overall, the report mainly documents how the merger consideration was applied to the director’s holdings.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
DYE DAVID A
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 78,853 | $26.25 | $2.07M |
| Disposition | Common Stock | 46,800 | $26.25 | $1.23M |
| Tax Withholding | Common Stock | 2,793 | $28.10 | $78K |
| Tax Withholding | Common Stock | 1,990 | $28.31 | $56K |
Holdings After Transaction:
Common Stock — 0 shares (Direct, null);
Common Stock — 0 shares (Indirect, By trust for benefit of reporting person, his children, and his minor child)
Footnotes (1)
- Represents the withholding of shares for tax purposes with respect to the vesting of restricted stock. 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. At the effective time of the Merger (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.
Key Figures
Merger cash consideration per share: $26.25 per share
Indirect shares disposed (trust): 46,800 shares
Direct shares disposed: 78,853 shares
+3 more
6 metrics
Merger cash consideration per share
$26.25 per share
Each TruBridge common share cancelled and converted into cash at the merger’s effective time
Indirect shares disposed (trust)
46,800 shares
Common stock held by trust for benefit of reporting person and his children, disposed to issuer at $26.25 per share
Direct shares disposed
78,853 shares
Common stock held directly by David A. Dye, disposed to issuer at $26.25 per share
Tax-withheld shares March 7, 2025
1,990 shares
Withheld for tax purposes upon restricted stock vesting at $28.31 per share
Tax-withheld shares March 17, 2025
2,793 shares
Withheld for tax purposes upon restricted stock vesting at $28.10 per share
Total tax-withholding shares
4,783 shares
Sum of F-code dispositions for tax obligations in March 2025
Key Terms
Agreement and Plan of Merger, Effective Time, restricted stock, withholding taxes
4 terms
Agreement and Plan of Merger regulatory
"On July 9, 2026, 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.
Effective Time regulatory
"At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
restricted stock financial
"Represents the withholding of shares for tax purposes with respect to the vesting of restricted stock."
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.
withholding taxes financial
"to receive $26.25 per share in cash, without interest, and subject to any applicable withholding taxes."
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
FAQ
What insider transaction did TruBridge (TBRG) director David A. Dye report?
David A. Dye reported that all his TruBridge common stock was disposed of in connection with a cash merger, with each share cancelled and converted into the right to receive $26.25 in cash at the merger’s effective time.
Were David A. Dye’s TruBridge (TBRG) transactions open-market sales?
No. The D-code transactions are described as dispositions to the issuer tied to the cash merger, where shares were cancelled for cash consideration, rather than discretionary open-market sales on a stock exchange.
What do the F-code tax-withholding transactions mean for TruBridge (TBRG) director David A. Dye?
In March 2025, 1,990 and 2,793 TruBridge shares were withheld at $28.31 and $28.10 per share, respectively, to satisfy tax obligations upon the vesting of restricted stock, a standard compensation-related mechanism.