0001140361-22-012707.txt : 20220401
0001140361-22-012707.hdr.sgml : 20220401
20220401175407
ACCESSION NUMBER: 0001140361-22-012707
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220401
FILED AS OF DATE: 20220401
DATE AS OF CHANGE: 20220401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DURCAN DERMOT MARK
CENTRAL INDEX KEY: 0001202358
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38471
FILM NUMBER: 22799697
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Veoneer, Inc.
CENTRAL INDEX KEY: 0001733186
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714]
IRS NUMBER: 823720890
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 26545 AMERICAN DRIVE
CITY: SOUTHFIELD
STATE: MI
ZIP: 48034
BUSINESS PHONE: 248-223-0600
MAIL ADDRESS:
STREET 1: 26545 AMERICAN DRIVE
CITY: SOUTHFIELD
STATE: MI
ZIP: 48034
4
1
form4.xml
FORM 4
X0306
4
2022-04-01
true
0001733186
Veoneer, Inc.
VNE
0001202358
DURCAN DERMOT MARK
KLARABERGSVIADUKTEN 70
SECTION C6
STOCKHOLM
V7
SE-11164
SWEDEN
true
Common Stock
2022-04-01
4
D
0
20648
D
0
D
Restricted Stock Units
2022-04-01
4
D
0
5263
D
Common Stock
5263
0
D
On April 1, 2022, SSW HoldCo LP ("Buyers"), acquired the Issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Buyer, QUALCOMM Incorporated and SSW Merger Sub Corp, a direct, wholly owned subsidiary of Buyer ("Merger Sub"), dated as of October 4, 2021 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Buyer (the "Merger").
At the effective time of the Merger (the "Effective Time"), each outstanding share of the Issuer's common stock (other than certain excluded shares) automatically converted into the right to receive $37.00 in cash, without interest and subject to any required withholding taxes (the "Merger Consideration").
Each restricted stock unit ("RSU") represents a contingent right to receive one share of Issuer common stock.
These RSUs were to vest on May 10, 2022.
Each RSU, whether or not vested, outstanding immediately prior to the Effective Time vested (if unvested) and was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the total number of shares of Issuer common stock subject to the RSU (including any shares of Issuer common stock in respect of dividend equivalent units credited thereon) multiplied by (ii) the Merger Consideration, subject to any applicable tax withholding.
/s/ Lars A. Sjobring, as attorney-in-fact for Mark Durcan
2022-04-01