0000808450-21-000050.txt : 20210702
0000808450-21-000050.hdr.sgml : 20210702
20210702102801
ACCESSION NUMBER: 0000808450-21-000050
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210701
FILED AS OF DATE: 20210702
DATE AS OF CHANGE: 20210702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cabrere Eleanor P
CENTRAL INDEX KEY: 0001850111
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09618
FILM NUMBER: 211068371
MAIL ADDRESS:
STREET 1: NAVISTAR INTERNATIONAL CORPORATION
STREET 2: 2701 NAVISTAR DRIVE
CITY: LISLE
STATE: IL
ZIP: 60532
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NAVISTAR INTERNATIONAL CORP
CENTRAL INDEX KEY: 0000808450
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711]
IRS NUMBER: 363359573
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1031
BUSINESS ADDRESS:
STREET 1: 2701 NAVISTAR DRIVE
CITY: LISLE
STATE: IL
ZIP: 60532
BUSINESS PHONE: 331-332-5000
MAIL ADDRESS:
STREET 1: 2701 NAVISTAR DRIVE
CITY: LISLE
STATE: IL
ZIP: 60532
FORMER COMPANY:
FORMER CONFORMED NAME: NAVISTAR INTERNATIONAL CORP /DE/NEW
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: NAVISTAR HOLDING INC
DATE OF NAME CHANGE: 19870528
4
1
wf-form4_162523606779169.xml
FORM 4
X0306
4
2021-07-01
1
0000808450
NAVISTAR INTERNATIONAL CORP
NAV
0001850111
Cabrere Eleanor P
NAVISTAR INTERNATIONAL CORPORATION
2701 NAVISTAR DRIVE
LISLE
IL
60532
0
1
0
0
Corporate Secretary
Common Stock
2021-07-01
4
D
0
2706
44.50
D
0
D
Restricted Stock Units
2021-07-01
4
D
0
356
44.50
D
Common Stock
356.0
0
D
Pursuant to that certain Agreement and Plan of Merger, dated as of November 7, 2020 (the "Merger Agreement"), by and among Navistar International Corporation, a Delaware Corporation (the "Issuer"), TRATON SE, a Societas Europaea ("TRATON") and Dusk Inc., a Delaware Corporation and a wholly owned indirect subsidiary of TRATON ("Merger Sub"), Merger Sub was merged with and into the Issuer (the "Merger") with the Issuer continuing as the surviving corporation and an indirect subsidiary of TRATON (the "Surviving Corporation"). As a result of the Merger, each share of Issuer Common Stock was automatically converted into the right to receive an amount in cash equal to $44.50 (the "Merger Consideration").
Each restricted stock unit (RSU) represented the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis.
Pursuant to the Merger Agreement, each RSU was canceled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (a) $44.50, by (b) the total number of shares of Issuer Common Stock underlying such award. These RSUs were from a grant of 1,068 shares granted on February 13, 2019, that have been paid in cash as to 356 shares on February 13, 2020; and as to 356 shares on February 13, 2021; the remaining 356 shares, which were settled pursuant to the Merger, were scheduled to vest and pay out on February 13, 2022.
Eleanor P. Cabrere
2021-07-02