Transaction Details

Footnotes

The shares were disposed of pursuant to the Agreement and Plan of Merger, dated June 23, 2025 (the "Merger Agreement"), by and among the Issuer, Bethpage Parent, Inc. ("Parent"), and Bethpage Merger Sub, Inc., a wholly-owned subsidiary of Parent ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock, par value $0.01 per share ("Common Stock"), was canceled and automatically converted into the right to receive $0.70 in cash, without interest and less any applicable withholding taxes (the "Merger Consideration"). | Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit ("RSU") that vested solely on the basis of time that was outstanding as of immediately prior to the Effective Time and was held by a member of the Issuer's Board of Directors was canceled and converted into the right to receive an amount in cash obtained by multiplying (A) the total number of shares of Common Stock underlying such RSU, by (B) the Merger Consideration, subject to any required withholding of taxes. | Represents 142,897 RSUs. | Shares are owned by Xstelos Holdings, Inc., of which the Reporting Person is the sole officer and controlling person. He controls a majority of the shares of Xstelos Holdings, Inc. through shares held in his personal Roth IRA retirement account and through shares held by Couchman Investments LP, a family investment fund, which he controls and which is owned by him and by a trust for the benefit of his children, of which he is the investment manager. The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein. | Shares are owned by Myrexis, Inc., of which the Reporting Person is the sole officer and controlling person. Myrexis, Inc. is controlled by Xstelos Holdings, Inc. The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein. | Shares are owned by the Couchman Family Fund, of which the Reporting Person is the sole officer and controlling person. The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein. | 227,237 shares are held in the Reporting Person's personal SEP-IRA retirement account and 50,000 shares are held in the Reporting Person's personal 401(k) retirement account.