Urgent.ly Inc. director Gina Domanig reported disposing of all her common stock in connection with the company’s acquisition. On April 25, 2026, she disposed of 7,229 shares of common stock pursuant to a tender offer. On April 28, 2026, she disposed of an additional 1,226 shares to the issuer, leaving her with 0 shares.
Under the merger agreement among Urgent.ly, Agero, Inc. and a subsidiary of Agero, each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to withholding taxes. Restricted stock units accelerated, were cancelled at the merger’s effective time, and converted into a cash right based on the same $5.50 per-share offer price.
Urgent.ly Inc. director Gina Domanig reported disposing of all her common stock in connection with the company’s acquisition. On April 25, 2026, she disposed of 7,229 shares of common stock pursuant to a tender offer. On April 28, 2026, she disposed of an additional 1,226 shares to the issuer, leaving her with 0 shares.
Under the merger agreement among Urgent.ly, Agero, Inc. and a subsidiary of Agero, each share of Urgent.ly common stock was exchanged for $5.50 in cash, without interest and subject to withholding taxes. Restricted stock units accelerated, were cancelled at the merger’s effective time, and converted into a cash right based on the same $5.50 per-share offer price.
Urgent.ly Inc. chief executive officer Matthew Booth reported disposing of his remaining common stock in connection with the company’s merger with Agero, Inc. and its subsidiary Medford Hawk, Inc. The filing shows 6,759 shares of common stock disposed of pursuant to a tender offer on April 25, 2026, followed by 68,124 shares returned to the issuer on April 28, 2026, leaving him with 0 shares owned directly after the transactions.
Footnotes explain that these shares were represented by restricted stock units, each tied to one share of common stock. Under the Merger Agreement, each share of Urgent.ly common stock was exchanged for $5.50 in cash, and all RSUs fully vested at the merger’s effective time and were cancelled in return for an equivalent cash payment based on that Offer Price.
Urgent.ly Inc. chief executive officer Matthew Booth reported disposing of his remaining common stock in connection with the company’s merger with Agero, Inc. and its subsidiary Medford Hawk, Inc. The filing shows 6,759 shares of common stock disposed of pursuant to a tender offer on April 25, 2026, followed by 68,124 shares returned to the issuer on April 28, 2026, leaving him with 0 shares owned directly after the transactions.
Footnotes explain that these shares were represented by restricted stock units, each tied to one share of common stock. Under the Merger Agreement, each share of Urgent.ly common stock was exchanged for $5.50 in cash, and all RSUs fully vested at the merger’s effective time and were cancelled in return for an equivalent cash payment based on that Offer Price.
Urgent.ly Inc. files Post-Effective Amendments to three Form S-3 registration statements to deregister all unsold shares previously registered under those statements. The amendments follow the merger in which Urgent.ly became a wholly owned subsidiary of Agero, Inc.; each outstanding share was converted into the right to receive $5.50 per Share in cash.
The registrant states it has terminated all offerings and, consistent with its prior undertakings, removes from registration any securities that remained unsold as of the effective time of the Merger.
Urgent.ly Inc. filed post-effective amendments to three Form S-3 registration statements to deregister all unsold shares after the closing of its merger with Agero, Inc. on April 28, 2026. Under the merger, each outstanding share (subject to stated exceptions) was converted into $5.50 per share in cash. The company states it has terminated all offerings under those registration statements and removed the remaining registered but unsold shares from registration in accordance with its prior undertaking.
Urgent.ly Inc. files post-effective amendments to deregister all unsold common stock previously registered on three Form S-3 registration statements after completing a merger. Pursuant to the Merger Agreement dated March 13, 2026, the company was merged into a purchaser and became a wholly owned subsidiary of Agero, Inc. On April 28, 2026, each outstanding share (subject to limited exceptions) was converted into the right to receive $5.50 per Share in cash. The company terminated its registered offerings and removed the unsold shares from registration.
Urgent.ly Inc. completed its sale to Agero, Inc. through a tender offer and follow‑on merger. Agero’s subsidiary purchased all tendered Urgent.ly common shares for $5.50 in cash per share, then merged into the company, making Urgent.ly a wholly owned subsidiary of Agero.
Approximately 1,288,914 voting shares, or 58.7% of the outstanding voting stock, were validly tendered, satisfying the minimum condition. At the merger’s effective time, all remaining common shares were converted into the right to receive the same cash price, while vested RSUs and in-the-money options were cancelled and paid out in cash. Out-of-the-money options and a warrant expired without value.
Following closing, there was a formal change in control, the prior board members resigned, and the directors and officers of the Agero acquisition vehicle became the directors and officers of the surviving corporation. Urgent.ly’s certificate of incorporation and bylaws were also amended and restated in line with the merger agreement.
Urgent.ly Inc. completed its sale to Agero, Inc. through a tender offer and follow‑on merger. Agero’s subsidiary purchased all tendered Urgent.ly common shares for $5.50 in cash per share, then merged into the company, making Urgent.ly a wholly owned subsidiary of Agero.
Approximately 1,288,914 voting shares, or 58.7% of the outstanding voting stock, were validly tendered, satisfying the minimum condition. At the merger’s effective time, all remaining common shares were converted into the right to receive the same cash price, while vested RSUs and in-the-money options were cancelled and paid out in cash. Out-of-the-money options and a warrant expired without value.
Following closing, there was a formal change in control, the prior board members resigned, and the directors and officers of the Agero acquisition vehicle became the directors and officers of the surviving corporation. Urgent.ly’s certificate of incorporation and bylaws were also amended and restated in line with the merger agreement.
Urgent.ly Inc. has been acquired via a tender offer: Medford Hawk, Inc. (offeror) accepted 1,288,914 shares tendered at $5.50 per share, representing approximately 58.7% of outstanding common stock as of the offer expiration.
All conditions to the offer were satisfied and the offeror accepted the shares. The parties expect to effect a merger under Section 251(h) of the DGCL, with the company becoming a wholly owned subsidiary of Agero, Inc. and the common stock to be delisted and deregistered; shares will cease trading prior to the OTCQB open on April 28, 2026.
Urgent.ly Inc. amended its Schedule 14D-9 to report final results of the tender offer by Medford Hawk, Inc., a subsidiary of Agero, Inc., which paid $5.50 per share. A total of 1,288,914 voting shares were validly tendered and not withdrawn, representing approximately 58.7% of voting shares outstanding at expiration. The purchaser accepted those shares, satisfied the Minimum Condition, and will complete the merger on April 28, 2026 pursuant to the Merger Agreement and Section 251(h) of the DGCL. At the Effective Time, outstanding shares (subject to limited exceptions) will be converted into the right to receive the Offer Price, trading will cease prior to the OTCQB open on April 28, 2026, and the shares will be delisted and deregistered.
Urgent.ly Inc. amended its Schedule 14D-9 to report final results of the tender offer by Medford Hawk, Inc., a subsidiary of Agero, Inc., which paid $5.50 per share. A total of 1,288,914 voting shares were validly tendered and not withdrawn, representing approximately 58.7% of voting shares outstanding at expiration. The purchaser accepted those shares, satisfied the Minimum Condition, and will complete the merger on April 28, 2026 pursuant to the Merger Agreement and Section 251(h) of the DGCL. At the Effective Time, outstanding shares (subject to limited exceptions) will be converted into the right to receive the Offer Price, trading will cease prior to the OTCQB open on April 28, 2026, and the shares will be delisted and deregistered.
Medford Hawk, Inc. amends a Schedule TO tender offer for Urgent.ly Inc. This Amendment No. 2 supplements the previously filed Schedule TO and confirms an offer to acquire all issued and outstanding shares of Urgent.ly Inc. at an offer price of $5.50 per share in cash. The amendment adds an exhibit: a text message to shareholders dated April 21, 2026, from D.F. King & Co., the information agent, and states the filing is dated April 21, 2026.
Urgent.ly Inc. supplements its Schedule 14D-9 to respond to the $5.50 per share cash tender offer by Medford Hawk, Inc., a wholly owned subsidiary of Agero, Inc. The amendment adds an exhibit: a text message to shareholders from D.F. King, the information agent.
Urgent.ly Inc. supplements its Schedule 14D-9 to respond to the $5.50 per share cash tender offer by Medford Hawk, Inc., a wholly owned subsidiary of Agero, Inc. The amendment adds an exhibit: a text message to shareholders from D.F. King, the information agent.