| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | IAA | Common Stock | Disposed to Issuer | -11.9K | -100% | 0 | Mar 20, 2023 | Direct | F1, F2, F3 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -115K | -100% | 0 | Mar 20, 2023 | By Peter H. Kamin Revocable Trust | F1, F2, F4 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -52.3K | -100% | 0 | Mar 20, 2023 | By Peter H. Kamin Childrens Trust | F1, F2, F5 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -24.5K | -100% | 0 | Mar 20, 2023 | By 3K Limited Partnership | F1, F2, F6 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -83.1K | -100% | 0 | Mar 20, 2023 | By Roth IRA | F1, F2 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -56.1K | -100% | 0 | Mar 20, 2023 | By Peter H. Kamin GST Trust | F1, F2, F7 | ||
| transaction | IAA | Common Stock | Disposed to Issuer | -19K | -100% | 0 | Mar 20, 2023 | By Peter H. Kamin Family Foundation | F1, F2, F8 |
Peter Kamin is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to an Agreement and Plan of Merger and Reorganization, dated as of November 7, 2022, as amended by the Amendment to the Agreement and Plan of Merger and Reorganization, dated as of January 22, 2023 (the "Merger Agreement" and the transactions contemplated thereby, the "Merger"), by and among the Issuer, a Delaware corporation, Ritchie Bros. Auctioneers Incorporated, a company organized under the federal laws of Canada ("RBA"), Ritchie Bros. Holdings Inc., a Washington corporation and a direct and indirect wholly owned subsidiary of RBA ("US Holdings"), Impala Merger Sub I, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of US Holdings, and Impala Merger Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of US Holdings, |
| F2 | (Continued from Footnote 1) each outstanding share of the Issuer's common stock held by the Reporting Person immediately prior to the effective time of the Merger automatically and without any required action by the Reporting Person, was converted into the right to receive: (i) 0.5252 of a common share of RBA plus cash in lieu of any fractional RBA common share, and (ii) $12.80 in cash, without interest and less any required withholding taxes (the "Merger Consideration"). |
| F3 | Includes shares subject to a restricted stock award that were converted at the Effective Time into the right to receive the Merger Consideration. |
| F4 | These securities are owned by the Peter H. Kamin Revocable Trust dated February 2003. The Reporting Person is trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F5 | These securities are owned by the Peter H. Kamin Childrens Trust dated March 1997. The Reporting Person is trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F6 | These securities are owned by the 3K Limited Partnership. The Reporting Person is general partner of the limited partnership. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F7 | These securities are owned by the Peter H. Kamin GST Trust. The Reporting Person is trustee of the trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F8 | These securities are owned by the Peter H. Kamin Family Foundation. The Reporting Person is the Trustee of the Foundation. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |