X0407 4 2022-02-28 true 0001038133 HESKA CORP HSKA 0001810123 Sveen Christopher D. 3760 ROCKY MOUNTAIN AVENUE LOVELAND CO 80538 true CAO & General Counsel false Common Stock 2023-06-13 4 A 0 15157 0 A 23643 D Common Stock 2023-06-13 4 A 0 3948 0 A 27591 D Common Stock 2023-06-13 4 D 0 27591 120 D 0 D Performance Shares 2023-06-13 4 D 0 750 D 2025-03-31 Common Stock 750 0 D Non-Qualified Stock Option (right to buy) 60.94 2022-02-28 4 A 0 10000 0 A 2022-02-28 2030-04-15 Common Stock 10000 10000 D Non-Qualified Stock Option (right to buy) 60.94 2023-06-13 4 A 0 25000 0 A 2023-06-13 2030-04-15 Common Stock 25000 35000 D Non-Qualified Stock Option (right to buy) 60.94 2023-06-13 4 D 0 35000 D 2030-04-15 Common Stock 35000 0 D Incentive Stock Option (right to buy) 60.94 2023-06-13 4 D 0 2 D 2030-04-15 Common Stock 2 0 D Non-Qualified Stock Option (right to buy) 60.94 2023-06-13 4 D 0 9998 D 2030-04-15 Common Stock 9998 0 D Incentive Stock Option (right to buy) 71.84 2023-06-13 4 D 0 4173 D 2029-09-23 Common Stock 4173 0 D Non-Qualified Stock Option (right to buy) 71.84 2023-06-13 4 D 0 7827 D 2029-09-23 Common Stock 7827 0 D Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 31, 2023, by and among the Issuer, Antech Diagnostics, Inc., a California corporation ("Acquiror"), Helsinki Merger Sub LLC, a Delaware limited liability company and a wholly-owned subsidiary of Acquiror, and, solely for purposes of Section 9.15 of the Merger Agreement, Mars, Incorporated, a Delaware corporation, these shares of performance-based restricted stock of the Issuer were fully accelerated assuming maximum level of performance immediately prior to the effectiveness of the merger. Pursuant to the Merger Agreement, these performance-based restricted stock units were fully accelerated assuming target level of performance immediately prior to the effectiveness of the merger. Disposed of pursuant to the Merger Agreement in exchange for cash consideration of $120.00 per share of common stock of the Issuer (the "Merger Consideration") on the effective date of the merger. Pursuant to the Merger Agreement, these performance shares of the Issuer were fully accelerated assuming maximum level of performance immediately prior to the effectiveness of the merger and canceled in the merger in exchange for an amount in cash equal to $120.00 per share. 1,500 performance shares previously vested and settled. Stock options of the Issuer became vested and exercisable upon achieving performance vesting conditions on February 28, 2022. Pursuant to the Merger Agreement, these stock options of the Issuer were fully accelerated assuming maximum level of performance immediately prior to the effectiveness of the merger. Stock options of the Issuer were canceled in the merger in exchange for an amount in cash equal to the difference, if any, between the Merger Consideration and the exercise price of such stock options. These stock options of the Issuer vested in two equal installments on December 31, 2021 and on December 31, 2022. These stock options of the Issuer vested in three equal installments on September 24, 2020, September 24, 2021 and September 24, 2022. /s/ Catherine Grassman For: Christopher Sveen 2023-06-13