0001118417-24-000161.txt : 20240627
0001118417-24-000161.hdr.sgml : 20240627
20240627170717
ACCESSION NUMBER: 0001118417-24-000161
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240627
FILED AS OF DATE: 20240627
DATE AS OF CHANGE: 20240627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dail Baljit
CENTRAL INDEX KEY: 0001431839
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35840
FILM NUMBER: 241080275
MAIL ADDRESS:
STREET 1: C/O MODEL N, INC., 1600 SEAPORT BLVD.
STREET 2: SUITE 400
CITY: REDWOOD CITY
STATE: CA
ZIP: 94063
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MODEL N, INC.
CENTRAL INDEX KEY: 0001118417
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 770528806
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 777 MARINERS ISLAND BOULEVARD
STREET 2: SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94404
BUSINESS PHONE: (650) 610-4600
MAIL ADDRESS:
STREET 1: 777 MARINERS ISLAND BOULEVARD
STREET 2: SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94404
FORMER COMPANY:
FORMER CONFORMED NAME: MODEL T1 INC
DATE OF NAME CHANGE: 20001031
FORMER COMPANY:
FORMER CONFORMED NAME: MODEL N INC
DATE OF NAME CHANGE: 20000707
4
1
wk-form4_1719522431.xml
FORM 4
X0508
4
2024-06-27
1
0001118417
MODEL N, INC.
MODN
0001431839
Dail Baljit
C/O MODEL N, INC.
777 MARINERS ISLAND BOULEVARD, SUITE 300
SAN MATEO
CA
94404
1
0
0
0
0
Common Stock
2024-06-27
4
D
0
63526
30
D
0
D
Consists of 57,630 shares of Model N, Inc. (the "Company") common stock, par value $0.00015 per share ("Common Stock"), and 5,896 shares of Common Stock underlying restricted stock units ("RSUs") held by the Reporting Person.
The shares were disposed of pursuant to the Agreement and Plan of Merger, dated April 7, 2024 (the "Merger Agreement"), by and among Model N, Inc. (the "Company"), Mountain Parent, LLC ("Parent"), and Mountain Merger Sub, Inc. ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of Common Stock was canceled and automatically converted into the right to receive $30.00 in cash, without interest and less any applicable withholding taxes (the "Merger Consideration").
Pursuant to the Merger Agreement, at the Effective Time, each RSU that was subject to time-based vesting conditions that was unexpired, unsettled and vested as of immediately prior to the Effective Time (including any RSU that vested automatically as a result of the Merger) (each a "Vested RSU") was canceled and converted into the right to receive a cash payment (without interest) equal to the total number of shares of Common Stock underlying such Vested RSU multiplied by the Merger Consideration.
/s/ Baljit Dail by Errol Hunter, Attorney-in-Fact
2024-06-27