0000950142-22-002131.txt : 20220706 0000950142-22-002131.hdr.sgml : 20220706 20220706192109 ACCESSION NUMBER: 0000950142-22-002131 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220706 FILED AS OF DATE: 20220706 DATE AS OF CHANGE: 20220706 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Deese Willie A CENTRAL INDEX KEY: 0001328766 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36486 FILM NUMBER: 221070264 MAIL ADDRESS: STREET 1: DENTSPLY SIRONA INC STREET 2: 13320 BALLANTYNE CORPORATE PLACE CITY: CHARLOTTE STATE: NC ZIP: 28277 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CDK Global, Inc. CENTRAL INDEX KEY: 0001609702 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 465743146 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1950 HASSELL ROAD CITY: HOFFMAN ESTATES STATE: IL ZIP: 60169 BUSINESS PHONE: 847-397-1700 MAIL ADDRESS: STREET 1: 1950 HASSELL ROAD CITY: HOFFMAN ESTATES STATE: IL ZIP: 60169 FORMER COMPANY: FORMER CONFORMED NAME: CDK Global Holdings, LLC DATE OF NAME CHANGE: 20140902 FORMER COMPANY: FORMER CONFORMED NAME: Dealer Services Holdings LLC DATE OF NAME CHANGE: 20140602 4 1 es220267537_4-deese.xml OWNERSHIP DOCUMENT X0306 4 2022-07-06 1 0001609702 CDK Global, Inc. CDK 0001328766 Deese Willie A 1950 HASSELL ROAD HOFFMAN ESTATES IL 60169-6308 1 0 0 0 Common Stock 2022-07-06 4 D 0 31684 D 0 D Option (right to buy) 39.67 2022-07-06 4 D 0 15384 D Common Stock 15384 0 D Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), among the Company, Central Parent LLC ("Parent") and Central Merger Sub Inc. ("Merger Sub"), on July 6, 2022, Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger"), and, at the effective time of the Merger, each share of common stock, par value $0.01 per share (each, a "Share"), of the Company was canceled and converted into the right to receive $54.87 in cash without interest. Pursuant to the Merger Agreement, each option outstanding immediately prior to the consummation of the Merger, whether then unvested or vested, by virtue of the Merger and without any action by the holder, was canceled and converted into only the right to receive an amount in cash, without interest, equal to the product of (x) the number of Shares issuable under such option and (y) the excess, if any, of (i) $54.87 over (ii) the exercise price payable in respect of each Share issuable under such option (the "Option Consideration"); provided, however, that the Option Consideration for each option with an exercise price equal to or greater than $54.87 was $0. /s/ Lee J. Brunz, Power of Attorney 2022-07-06