10/09/2026 | Press release | Distributed by Public on 10/09/2026 14:10
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Ostfeld Scott 888 SEVENTH AVENUE, 24TH FLOOR NEW YORK, NY 10106 |
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| /s/ Scott Ostfeld | 10/09/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This security represents restricted stock units ("RSUs") granted to Scott Ostfeld ("Mr. Ostfeld"), a Managing Partner and Portfolio Manager of JANA Partners Management, LP ("JANA"), in connection with his service on the Issuer's Board of Directors. |
| (2) | The RSUs vest on the earlier of (1) the first anniversary of the date of grant and (2) the date of the next annual meeting of the Issuer's stockholders that is at least 50 weeks after September 16, 2026, or earlier upon certain events. Each RSU represents a contingent right to receive one share of Common Stock upon settlement. |
| (3) | Mr. Ostfeld has assigned all rights to any shares issuable pursuant to the grant to JANA. Pursuant to the assignment, settlement of the award on vesting will be made to JANA. |
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Remarks: Based on the current structure of JANA, JANA will no longer file as a director-by-deputization for purposes of Section 16 under the Securities Exchange Act of 1934. |
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