| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MANT | Class A Common Stock | Disposed to Issuer | -$2.57M | -26.7K | -100% | $96.00 | 0 | Sep 14, 2022 | Direct | F1 |
| transaction | MANT | Class A Common Stock | Disposed to Issuer | -$13.6K | -142 | -100% | $96.00 | 0 | Sep 14, 2022 | By the ManTech Employee Stock Ownership Plan | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MANT | Restricted Stock Units | Disposed to Issuer | -5.25K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 5.25K | Direct | F2 | |||
| transaction | MANT | Restricted Stock Units | Disposed to Issuer | -9.39K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 9.39K | Direct | F2, F3 | |||
| transaction | MANT | Restricted Stock Units | Disposed to Issuer | -25.4K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 25.4K | Direct | F4 | |||
| transaction | MANT | Stock Option (Right to Buy) | Disposed to Issuer | -5K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 5K | Direct | F5 | |||
| transaction | MANT | Stock Option (Right to Buy) | Disposed to Issuer | -21K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 21K | Direct | F6 | |||
| transaction | MANT | Stock Option (Right to Buy) | Disposed to Issuer | -21K | -100% | 0 | Sep 14, 2022 | Class A Common Stock | 21K | Direct | F7 |
Judith L. Bjornaas is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to the Agreement and Plan of Merger, dated as of May 13, 2022 (the "Merger Agreement"), by and among ManTech International Corporation (the "Company"), Moose Bidco, Inc. ("Parent"), and Moose Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), the Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Class A Common Stock, par value $0.01 per share, of the Company and Class B Common Stock, par value $0.01 per share, of the Company was canceled and converted into the right to receive $96.00 in cash, without interest and less any applicable tax withholdings (the "Merger Consideration"). |
| F2 | Pursuant to the Merger Agreement, each restricted stock unit award granted by the Company ("RSU") that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 15,760 RSUs on March 15, 2020, vesting in three annual installments, beginning on the first anniversary of the grant date and convert into common stock on a one-for-one basis. |
| F3 | Pursuant to the Merger Agreement, each restricted stock unit award granted by the Company ("RSU") that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 14,090 RSUs on March 15, 2021, vesting in three annual installments, beginning on the first anniversary of the grant date and convert into common stock on a one-for-one basis. |
| F4 | Pursuant to the Merger Agreement, each restricted stock unit award granted by the Company ("RSU") that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 25,370 RSUs on March 1, 2022, vesting in three annual installments, beginning on the first anniversary of the grant date and convert into common stock on a one-for-one basis. |
| F5 | Pursuant to the Merger Agreement, each stock option granted by the Company that is unexercised immediately prior to the effective time of the Merger (whether or not vested) will immediately be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such stock option as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The options were granted to the reporting person on November 5, 2018, vesting in three annual installments, beginning on the first anniversary of the grant date. At the effective time of Merger, the reporting person owned 5,000 unexercised stock options. |
| F6 | Pursuant to the Merger Agreement, each stock option granted by the Company that is unexercised immediately prior to the effective time of the Merger (whether or not vested) will immediately be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such stock option as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The options were granted to the reporting person on March 15, 2019, vesting in three annual installments, beginning on the first anniversary of the grant date. At the effective time of Merger, the reporting person owned 21,000 unexercised stock options |
| F7 | Pursuant to the Merger Agreement, each stock option granted by the Company that is unexercised immediately prior to the effective time of the Merger (whether or not vested) will immediately be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such stock option as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The options were granted to the reporting person on November 1, 2019, vesting in three annual installments, beginning on the first anniversary of the grant date. At the effective time of Merger, the reporting person owned 21,000 unexercised stock options |