0001213900-24-028874.txt : 20240401
0001213900-24-028874.hdr.sgml : 20240401
20240401170946
ACCESSION NUMBER: 0001213900-24-028874
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240401
FILED AS OF DATE: 20240401
DATE AS OF CHANGE: 20240401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hoppe Scott
CENTRAL INDEX KEY: 0001979525
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37509
FILM NUMBER: 24810779
MAIL ADDRESS:
STREET 1: C/O DASEKE
STREET 2: 15455 DALLAS PARKWAY, SUITE 550
CITY: ADDISON
STATE: TX
ZIP: 75001
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Daseke, Inc.
CENTRAL INDEX KEY: 0001642453
STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 473913221
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 15455 DALLAS PKWY
STREET 2: SUITE 550
CITY: ADDISON
STATE: TX
ZIP: 75001
BUSINESS PHONE: 972-248-0412
MAIL ADDRESS:
STREET 1: 15455 DALLAS PKWY
STREET 2: SUITE 550
CITY: ADDISON
STATE: TX
ZIP: 75001
FORMER COMPANY:
FORMER CONFORMED NAME: Hennessy Capital Acquisition Corp II
DATE OF NAME CHANGE: 20150514
4
1
ownership.xml
X0508
4
2024-04-01
1
0001642453
Daseke, Inc.
DSKE
0001979525
Hoppe Scott
15455 DALLAS PARKWAY
SUITE 550
ADDISON
TX
75001
0
1
0
0
EVP and COO
0
Common Stock
2024-04-01
4
D
0
89565
8.30
D
0
D
Stock Option (right to buy)
9.98
2024-04-01
4
D
0
25000
D
2027-02-27
Common Stock
25000
0
D
Restricted Stock Unit
2024-04-01
4
D
0
50000
D
Common Stock
50000
0
D
Pursuant to the Agreement and Plan of Merger, dated as of December 22, 2023 (the "Merger Agreement"), by and among the Issuer, TFI International Inc., a corporation incorporated pursuant to the Canada Business Corporations Act ("Parent"), and Diocletian MergerCo, Inc., a Delaware corporation and an indirect, wholly owned subsidiary of Parent ("Acquisition Sub"), Acquisition Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as an indirect, wholly owned subsidiary of Parent.
At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of common stock, par value $0.0001 per share, of the Issuer ("common stock") that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive $8.30 in cash (the "Merger Consideration"), without interest and less any applicable withholding taxes.
At the Effective Time, pursuant to the Merger Agreement, this option, which provided for vesting in five equal annual installments beginning February 27, 2018, was automatically canceled for no consideration because the exercise price of the option exceeded the Merger Consideration.
Prior to the Effective Time, each restricted stock unit ("RSU") represented a contingent right to receive one share of common stock.
On August 18, 2023, the Reporting Person received 50,000 RSUs (16,665 of which are scheduled to vest on July 1, 2024; 16,665 of which are scheduled to vest on March 1, 2025; and 16,670 of which are scheduled to vest on March 1, 2026).
At the Effective Time, pursuant to the Merger Agreement, each of the Reporting Person's unvested RSUs was converted into a time-based restricted stock unit of Parent, based on the exchange ratio specified in the Merger Agreement, with the same terms applicable to such RSU immediately prior to the Effective Time.
/s/ Soumit Roy, as attorney-in-fact
2024-04-01