ENZOR GARY - 15 Sep 2022 Form 4 Insider Report for USA TRUCK INC (USAK)

Role
Director
Signature
/s/ Zachary B. King, Attorney-in-Fact
Issuer symbol
USAK
Transactions as of
15 Sep 2022
Transactions value $
-$1,552,916
Form type
4
Filing time
15 Sep 2022, 10:39:44 UTC
Previous filing
23 Aug 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction USAK Common Stock Disposed to Issuer -$1.46M -46.1K -100% $31.72 0 15 Sep 2022 With Spouse as TIC F1
transaction USAK Common Stock Disposed to Issuer -$92.2K -2.91K -100% $31.72 0 15 Sep 2022 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

ENZOR GARY is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On September 15, 2022, pursuant to an Agreement and Plan of Merger, dated as of June 23, 2022 (the "Merger Agreement"), among USA Truck, Inc. (the "Company"), Schenker, Inc. ("Parent"), and Tango Merger, Inc. ("Merger Sub"), Merger Sub was merged with and into the Company (the "Merger") with the Company surviving the Merger as a wholly-owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Company common stock (other than certain excluded shares) was converted into the right to receive $31.72 in cash (the "Merger Consideration") and each share of restricted stock of the Company became fully vested and was cancelled in exchange for the right to receive a cash payment equal to the product of (i) the total number of shares of Company common stock underlying each such award of restricted stock and (ii) the Merger Consideration.
F2 Restricted stock that became fully vested in connection with the Merger.