0000897101-22-000562.txt : 20220525 0000897101-22-000562.hdr.sgml : 20220525 20220525144642 ACCESSION NUMBER: 0000897101-22-000562 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220524 FILED AS OF DATE: 20220525 DATE AS OF CHANGE: 20220525 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GORDER MARK STEPHEN CENTRAL INDEX KEY: 0000941528 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05005 FILM NUMBER: 22962093 MAIL ADDRESS: STREET 1: 1260 RED FOX RD CITY: ARDEN HILLS STATE: MN ZIP: 55112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INTRICON CORP CENTRAL INDEX KEY: 0000088790 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 231069060 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1260 RED FOX ROAD CITY: ARDEN HILLS STATE: MN ZIP: 55112 BUSINESS PHONE: 6516369770 MAIL ADDRESS: STREET 1: 1260 RED FOX ROAD CITY: ARDEN HILLS STATE: MN ZIP: 55112 FORMER COMPANY: FORMER CONFORMED NAME: SELAS CORP OF AMERICA DATE OF NAME CHANGE: 19920703 4 1 ownership.xml FORM 4 X0306 4 2022-05-24 1 0000088790 INTRICON CORP IIN 0000941528 GORDER MARK STEPHEN C/O INTRICON CORPORATION 1260 RED FOX ROAD ARDEN HILLS MN 55112 1 0 0 0 Common Stock 2022-05-24 4 D 0 265616 D 103093 D Common Stock 2022-05-24 4 D 0 103093 D 0 D Common Stock 2022-05-24 4 D 0 5000 D 0 I Indirect by Spouse Option to Purchase 4.05 2022-05-24 4 D 0 25000 D 2023-01-05 Common Stock 25000 0 D Option to Purchase 3.85 2022-05-24 4 D 0 12500 D 2024-01-02 Common Stock 12500 0 D Option to Purchase 6.87 2022-05-24 4 D 0 20000 D 2025-01-01 Common Stock 20000 0 D Option to Purchase 7.58 2022-05-24 4 D 0 20000 D 2026-01-03 Common Stock 20000 0 D Option to Purchase 6.90 2022-05-24 4 D 0 20000 D 2027-01-02 Common Stock 20000 0 D Option to Purchase 7.05 2022-05-24 4 D 0 15750 D 2027-07-26 Common Stock 15750 0 D Disposed of pursuant to an Agreement and Plan of Merger, dated as of February 27, 2022 (the "Merger Agreement") by and among the Issuer, IIN Holding Company Inc., a Delaware corporation ("Parent"), and IC Merger Sub Inc., a Pennsylvania corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. Each share of common stock exchanged in the Merger will receive cash of $24.25 per Disposed of pursuant to a rollover agreement between the reporting person and IIN Holdings LLC, a Delaware limited liability company and the majority equity holder of Parent ("Holdings"), entered into in connection with the Merger Agreement, in exchange for equity interests of Holdings having an equivalent value as of the effective date of the Merger based on the consideration payable in the Merger of $24.25 per share. Represents shares owned by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these shares. Pursuant to the Merger Agreement, each option to purchase common stock was canceled in exchange for a cash payment of $24.25 per share less the exercise per share price of the option. All options were fully vested at the time the Merger Agreement was signed. /s/ Scott Longval, attorney-in-fact 2022-05-25