Melissa M. Miller - Aug 18, 2023 Form 4 Insider Report for Arconic Corp (ARNC)

Role
EVP and CHRO
Signature
/s/ Adam Wheeler, Vice President and Secretary by Power of Attorney
Stock symbol
ARNC
Transactions as of
Aug 18, 2023
Transactions value $
-$3,871,950
Form type
4
Date filed
8/18/2023, 01:31 PM
Previous filing
Jul 12, 2023
Next filing
Oct 3, 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ARNC Common Stock Disposed to Issuer -$1.09M -36.3K -100% $30.00 0 Aug 18, 2023 Direct F1
transaction ARNC Restricted Stock Units Disposed to Issuer -$1.17M -39K -100% $30.00 0 Aug 18, 2023 Direct F2
transaction ARNC Performance-Based Restricted Stock Units Disposed to Issuer -$1.17M -39K -100% $30.00 0 Aug 18, 2023 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ARNC Stock Options (right to buy) Disposed to Issuer -$443K -14.8K -100% $30.00 0 Aug 18, 2023 Common Stock 14.8K $32.73 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Melissa M. Miller is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Represents shares of Arconic Corporation ("Arconic") common stock disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 4, 2023, by and among Arconic and affiliates of funds managed by Apollo Global Management, Inc. In accordance with the Merger Agreement, at the effective time of the merger contemplated thereby (the "Effective Time"), each share of Arconic common stock held by the reporting person was converted into the right to receive $30.00 in cash (the "Merger Consideration").
F2 In accordance with the Merger Agreement, at the Effective Time, each (a) restricted stock unit award, other than performance-based restricted stock units ("PRSU Awards"), and (b) deferred stock unit award under the Arconic Corp. Deferred Compensation Plan was cashed out based on the Merger Consideration. Each PRSU Award became fully vested with respect to a number of shares equal to: (x) for each such award granted in 2021, 42.9% of the target number of shares covered by the award, (y) for each such award granted in 2022, 66.3% of the target number of shares covered by the award and (z) for each such award granted in 2023, the target number of shares covered by such award. To the extent that a PRSU Award became vested, the PRSU Award was cashed out based on the Merger Consideration.
F3 In accordance with the Merger Agreement, at the Effective Time, each stock option ("Option") was cashed out based on the Merger Consideration, less the exercise price for each such Option.