James R. Matthews - Jun 28, 2024 Form 4 Insider Report for HireRight Holdings Corp (HRT)

Role
Director
Signature
/s/ Brian Copple, as Attorney-in-Fact, for James R. Matthews
Stock symbol
HRT
Transactions as of
Jun 28, 2024
Transactions value $
-$453,489
Form type
4
Date filed
6/28/2024, 11:35 AM
Previous filing
May 31, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HRT Common Stock Disposed to Issuer -$453K -31.6K -100% $14.35 0 Jun 28, 2024 See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James R. Matthews is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 This Form 4 reports securities disposed of under the Agreement and Plan of Merger, dated February 15, 2024, among HireRight Holdings Corporation (the "Company"), Hearts Parent, LLC and Hearts Merger Sub, Inc. ("Merger Sub"), under which Merger Sub was merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation in the Merger. At the effective time of the Merger, each issued and outstanding share of common stock of the Company ("Share") was cancelled and converted into the right to receive $14.35 in cash without interest thereon.
F2 These Shares issued upon vesting of Company restricted stock units ("Company RSUs") were held by Mr. Matthews solely for the benefit of Stone Point Capital LLC ("Stone Point"), of which Mr. Matthews is a managing director. Mr. Matthews disclaimed beneficial ownership of the Shares issued upon vesting of the Company RSUs, except to the extent of his pecuniary interest therein, if any. Stone Point may be deemed an indirect owner of these Shares.