08/27/2026 | Press release | Distributed by Public on 08/27/2026 08:44
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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 | ||||||||
| Stock Options (Right to Buy) | $41.39 | 08/26/2026 | D(2) | 12,865 | 12/31/2021 | 12/14/2030 | Common Stock | 12,865 | $8.28 | 0 | D | ||||
| Stock Options (Right to Buy) | $41.47 | 08/26/2026 | D(2) | 13,021 | 12/31/2022 | 12/14/2031 | Common Stock | 13,021 | $8.29 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Shah Jai NO. 1 LEGGETT ROAD CARTHAGE, MO 64836 |
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| /s/ Stanley Scott Luton, attorney-in-fact | 08/27/2026 | |
| **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) | Leggett & Platt, Incorporated ("Leggett"), Somnigroup International Inc. ("Somnigroup"), and Sparrow Unity Corporation, a direct, wholly owned subsidiary of Somnigroup ("Merger Sub") entered into an Agreement and Plan of Merger, dated April 13, 2026 (the "Merger Agreement") pursuant to which Merger Sub merged with and into Leggett (the "Merger"). The total reflects shares of Leggett common stock and outstanding Leggett restricted stock unit awards, each of which, at the effective time of the Merger (the "Effective Time"), was converted into the right to receive 0.1455 shares of Somnigroup common stock or Somnigroup restricted stock units (to be settled in cash), as applicable, pursuant to the terms of the Merger Agreement. |
| (2) | At the Effective Time, each outstanding Leggett stock option held by the reporting person was assumed by Somnigroup and converted into the right to receive 0.1455 options to purchase shares of Somnigroup common stock under the same terms, except the exercise price will equal the quotient obtained by dividing (i) the exercise price of the Leggett option, by (ii) 0.1455, rounded up to the nearest whole cent. |