August 1, 2025 · Form 4 insider transaction
Bruce Scott G. sold 212,334 shares of Uniti Group Inc., a transaction worth N/A. The trade was recorded as disposition to the issuer and disclosed on an SEC Form 4, filed 3 days after the transaction.
On August 1, 2025, pursuant to the Agreement and Plan of Merger dated as of May 3, 2024, by and between Uniti Group LLC, a Delaware limited liability company (f/k/a Uniti Group Inc.) ("Old Uniti"), New Windstream, LLC, a Delaware limited liability company ("Windstream") (as successor to Windstream Holdings II, LLC, a Delaware limited liability company), New Uniti HoldCo LP, a Delaware limited partnership, and New Windstream Merger Sub, LLC, a Delaware limited liability company and indirect wholly owned subsidiary of Windstream, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of July 17, 2024, (i) each share of Old Uniti common stock; (Footnote 1 continued) ("Old Uniti Common Stock") held by the reporting person was converted into the right to receive 0.6029 shares of common stock of Uniti Group Inc., a Delaware corporation (f/k/a Windstream Parent, Inc.) ("New Uniti Common Stock"), together with cash in lieu of fractional shares of New Uniti Common Stock, and (ii) each award of restricted shares of Old Uniti Common Stock held by the reporting person (each, an "Old Uniti Restricted Stock Award") was converted into an award of restricted shares of New Uniti Common Stock (each, a "New Uniti Restricted Stock Award") subject to the same terms and conditions as were applicable to the corresponding Old Uniti Restricted Stock Award, with the number of shares of New Uniti Common Stock subject to such New Uniti Restricted Stock Award equal to the product of; (Footnote 2 continued) (x) the number of shares of Old Uniti Common Stock subject to the corresponding Old Uniti Restricted Stock Award and (y) 0.6029 (rounded up or down to the nearest whole share). Cash in lieu of fractional shares of New Uniti Common Stock will be calculated by multiplying the closing sale price of a share of New Uniti Common Stock on Nasdaq on August 4, 2025 by the fraction of a share of New Uniti Common Stock to which the reporting person would otherwise have been entitled, without interest and subject to any withholding of taxes.