0001104659-22-084233.txt : 20220729
0001104659-22-084233.hdr.sgml : 20220729
20220729161051
ACCESSION NUMBER: 0001104659-22-084233
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220706
FILED AS OF DATE: 20220729
DATE AS OF CHANGE: 20220729
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DeSantis Paul F
CENTRAL INDEX KEY: 0001348377
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32240
FILM NUMBER: 221120906
MAIL ADDRESS:
STREET 1: 25435 HARVARD RD
CITY: BEACHWOOD
STATE: OH
ZIP: 44122-6201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Neenah Inc
CENTRAL INDEX KEY: 0001296435
STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621]
IRS NUMBER: 201308307
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3460 PRESTON RIDGE ROAD
CITY: ALPHARETTA
STATE: GA
ZIP: 30005
BUSINESS PHONE: 678-566-6500
MAIL ADDRESS:
STREET 1: 3460 PRESTON RIDGE ROAD
CITY: ALPHARETTA
STATE: GA
ZIP: 30005
FORMER COMPANY:
FORMER CONFORMED NAME: Neenah Paper Inc
DATE OF NAME CHANGE: 20040706
4
1
tm2221490-9_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-07-06
1
0001296435
Neenah Inc
NP
0001348377
DeSantis Paul F
3460 PRESTON RIDGE ROAD
ALPHARETTA
GA
30005
0
1
0
0
EVP, CFO & Treasurer
Common Stock
2022-07-06
4
D
0
2691
D
0
D
Common Stock
2022-07-06
4
D
0
11441
D
0
D
Performance Share Units
2022-07-06
4
D
0
21693
D
Common Stock
21693
0
D
These shares of common stock were disposed of pursuant to the Agreement and Plan of Merger, dated as of March 28, 2022 (the "Merger Agreement") by and among Neenah, Inc. ("Neenah"), Samurai Warrior Merger Sub, Inc. and Mativ Holdings, Inc. (f/k/a Schweitzer-Mauduit International, Inc., "Mativ") in exchange for shares of Mativ common stock, at a rate of 1.358 shares of Mativ common stock for each share of Neenah common stock. The closing price of Mativ common stock on the New York Stock Exchange on July 6, 2022, the effective date of the merger (the "Effective Date"), was $22.41.
These shares were subject to Neenah restricted stock units, which, pursuant to the Merger Agreement on the Effective Date, automatically converted into Mativ restricted stock units in respect of that number of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to the Neenah restricted stock unit award immediately prior to the Effective Time and 1.358. Each such Mativ restricted stock unit award is subject to the same terms and conditions as applied to the corresponding Neenah restricted stock unit award immediately prior to the Effective Time.
Pursuant to the Merger Agreement, on the Effective Date, these Neenah performance share units automatically converted into Mativ restricted stock unit awards with respect to that number of shares of Mativ common stock (rounded down to the nearest whole share) equal to the product of the number of shares of Neenah common stock subject to such Neenah performance share units immediately prior to the Effective Time and 1.358 and are convertible into shares of Mativ common stock on a one-for-one basis on the applicable vesting dates.
Each such Mativ restricted stock unit award is scheduled to cliff vest, subject to continued service, on the last day of the originally scheduled performance period, but subject to earlier payment and vesting in accordance with the applicable Neenah performance share award agreement. Otherwise, each such Mativ restricted stock unit award is subject to the same terms and conditions as applied to the corresponding Neenah performance share award immediately prior to the Effective Time.
The performance share units do not have an expiration date.
/s/ Paul F. DeSantis
2022-07-29