Director at TreeHouse (NYSE: THS) exits in $22.50-per-share merger
Rhea-AI Filing Summary
TreeHouse Foods director Jean E. Spence reported equity transactions tied to the company’s cash acquisition. On February 11, 2026, all shares of TreeHouse common stock were automatically canceled in a merger where each share was converted into the right to receive $22.50 in cash plus one contractual contingent value right linked to litigation proceeds.
Spence’s 30,861 restricted stock units became fully vested, were converted into an equal number of common shares through a derivative exercise, and then those 30,861 shares were disposed of to the issuer as part of the merger consideration mechanics. An additional 2,022 common shares were also disposed of to the issuer, leaving Spence with no TreeHouse shares reported as beneficially owned after these transactions.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 30,861 | $0.00 | -- |
| Disposition | Common Stock | 2,022 | $0.00 | -- |
| Exercise | Common Stock | 30,861 | $0.00 | -- |
| Disposition | Common Stock | 30,861 | $0.00 | -- |
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of November 10, 2025, by and among TreeHouse Foods, Inc. ("TreeHouse"), Industrial F&B Investments II, Inc. ("Parent"), and Industrial F&B Investments III, Inc. ("Merger Sub"), Merger Sub merged with and into TreeHouse, with TreeHouse surviving the merger as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of TreeHouse's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive (i) $22.50 in cash, less applicable taxes and withholding and (ii) one contractual contingent value right, which represents the right to receive a portion of the net proceeds, if any, resulting from certain litigation relating to part of TreeHouse's coffee business (clauses (i) and (ii) collectively, the "Merger Consideration"). Reflects vested restricted stock units ("RSUs") further described in footnote three below. Each RSU represents a contingent right to receive one share of common stock of TreeHouse. Pursuant to the Merger Agreement, each RSU that was outstanding as of immediately prior to the Effective Time became fully vested and was automatically canceled and converted into the right to receive the Merger Consideration, less applicable taxes and withholding.
