TIC Solutions (TIC) insider details stock dividend and share distribution
Rhea-AI Filing Summary
TIC Solutions, Inc. reported insider transactions by a director involving Common Stock and Series A Preferred Stock. On 12/31/2025, Mariposa Acquisition IX, LLC received 120,244 shares of Common Stock as a stock dividend on its Series A Preferred Stock, at a stated price of $0.00 per share. This dividend is calculated annually based on the market price of TIC’s Common Stock for the last ten trading days of the calendar year.
On 01/02/2026, Mariposa Acquisition IX, LLC disposed of 1,117,394 shares of Common Stock in a pro rata distribution to its members, and the same 1,117,394 shares were acquired by the RAEF Family Trust. The director is a trustee and beneficiary of the trust and of an interest in Mariposa IX and disclaims beneficial ownership beyond his pecuniary interest. The filing also notes 185,000 shares of Series A Preferred Stock held via Mariposa IX, convertible one-for-one into Common Stock at any time at the holder’s election, and automatically by December 31, 2034 or upon a defined change of control event.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock | 1,117,394 | $0.00 | -- |
| Other | Common Stock | 1,117,394 | $0.00 | -- |
| Grant/Award | Common Stock | 120,244 | $0.00 | -- |
| holding | Series A Preferred Stock | -- | -- | -- |
Footnotes (1)
- Represents a stock dividend on the Issuer's Series A Preferred Stock. Mariposa Acquisition IX, LLC ("Mariposa IX"), the holder of the Issuer's Series A Preferred Stock, is entitled to receive an annual stock dividend based on the market price of the Issuer's Common Stock for the last ten trading days of the calendar year. The shares of Common Stock (prior to the distribution described in footnote 3) and Series A Preferred Stock are held by Mariposa IX. RAEF Family Trust, of which Mr. Franklin is a trustee and beneficiary, holds a limited liability company interest in Mariposa IX. Mr. Franklin disclaims beneficial ownership of the shares of Common Stock and Series A Preferred Stock held directly by Mariposa IX except to the extent of his pecuniary interest therein. Represents a pro rata distribution from Mariposa IX to its members. The shares of Common Stock reported herein are held directly by RAEF Family Trust, of which Mr. Franklin is a trustee and beneficiary. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. The Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock upon the earlier of (i) immediately following the "change of control dividend date" (as defined in the Issuer's certificate of incorporation) and (ii) December 31, 2034.
