0001140361-23-029892.txt : 20230614
0001140361-23-029892.hdr.sgml : 20230614
20230614182740
ACCESSION NUMBER: 0001140361-23-029892
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230613
FILED AS OF DATE: 20230614
DATE AS OF CHANGE: 20230614
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wilson Kevin S.
CENTRAL INDEX KEY: 0001570492
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-22427
FILM NUMBER: 231015466
MAIL ADDRESS:
STREET 1: 3760 ROCKY MOUNTAIN AVENUE
CITY: LOVELAND
STATE: CO
ZIP: 80538
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HESKA CORP
CENTRAL INDEX KEY: 0001038133
STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835]
IRS NUMBER: 770192527
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3760 ROCKY MOUNTAIN AVENUE
CITY: LOVELAND
STATE: CO
ZIP: 80538
BUSINESS PHONE: 9704937272
MAIL ADDRESS:
STREET 1: 3760 ROCKY MOUNTAIN AVENUE
CITY: LOVELAND
STATE: CO
ZIP: 80538
4
1
form4.xml
X0407
4
2023-06-13
true
0001038133
HESKA CORP
HSKA
0001570492
Wilson Kevin S.
3760 ROCKY MOUNTAIN AVENUE
LOVELAND
CO
80538
true
true
CEO and President
false
Common Stock
2023-06-13
4
A
0
211375
0
A
383447
D
Common Stock
2023-06-13
4
D
0
383447
120
D
0
D
Common Stock
2023-06-13
4
D
0
162763
120
D
0
I
by Cuattro, LLC
Common Stock
2023-06-13
4
D
0
9000
120
D
0
I
by Spouse
Common Stock
2023-06-13
4
D
0
138743
120
D
0
I
by Wilson Family Tr.
Non-Qualified Stock Option (right to buy)
69.77
2023-06-13
4
D
0
20851
D
2018-03-07
2028-03-06
Common Stock
20851
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.
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.
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.
/s/ Catherine Grassman For: Kevin S. Wilson
2023-06-13