UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
(Rule 13d-101)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
 
(Amendment No. )1
 
Mercury Systems, Inc.
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
589378108
(CUSIP Number)
 
JEFFREY C. SMITH
STARBOARD VALUE LP
777 Third Avenue, 18th Floor
New York, New York 10017
(212) 845-7977

GARY J. SIMON, ESQ.
HUGHES HUBBARD & REED LLP
One Battery Park Plaza
New York, New York 10004
(212) 837-6000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
January 3, 2022
(Date of Event Which Requires Filing of This Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.



             The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
4,156,831
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.
 
2

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
CAYMAN ISLANDS
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
2,333,266
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
2,333,266
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,333,266*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
4.1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
CO
 
 
 
 
  
* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.
 
3

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE AND OPPORTUNITY S LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
368,090
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
368,090
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
368,090
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 

4

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE AND OPPORTUNITY C LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
221,718
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
221,718
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
221,718
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

5

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE R LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
221,718
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
221,718
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
221,718
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

6

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
CAYMAN ISLANDS
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
154,830
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
154,830
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
154,830
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

7

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE L LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
154,830
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
154,830
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
154,830
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

8

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE R GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
376,548
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
376,548
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
376,548
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 

9

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD X MASTER FUND LTD
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
CAYMAN ISLANDS
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
585,950
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
585,950
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
585,950
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
CO
 
 
 
 

10

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD VALUE GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
4,156,831
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.
 
11

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD PRINCIPAL CO LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
4,156,831
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

12

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
STARBOARD PRINCIPAL CO GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
DELAWARE
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
4,156,831
 
 
 
 
8
SHARED VOTING POWER
 
 
- 0 -
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

13

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
JEFFREY C. SMITH
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
USA
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
- 0 -
 
 
 
 
8
SHARED VOTING POWER
 
 
4,156,831
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

14

CUSIP No. 589378108
1
NAMES OF REPORTING PERSONS
 
 
PETER A. FELD
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
USA
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
- 0 -
 
 
 
 
8
SHARED VOTING POWER
 
 
4,156,831
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
- 0 -
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
4,156,831
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,156,831*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
7.3%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 

* Includes 573,082 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

15

CUSIP No. 589378108
The following constitutes the Schedule 13D filed by the undersigned (the “Schedule 13D”).
 
Item 1.
Security and Issuer.
 
This statement relates to the Common Stock, par value $0.01 per share (the “Shares”), of Mercury System, Inc., a Massachusetts corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 50 Minuteman Road, Andover, Massachusetts 01810.
 
Item 2.
Identity and Background.
 

(a)
This statement is filed by:
 

(i)
Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company (“Starboard V&O Fund”), with respect to the Shares directly and beneficially owned by it;
 

(ii)
Starboard Value and Opportunity S LLC, a Delaware limited liability company (“Starboard S LLC”), with respect to the Shares directly and beneficially owned by it;
 

(iii)
Starboard Value and Opportunity C LP, a Delaware limited partnership (“Starboard C LP”), with respect to the Shares directly and beneficially owned by it;
 

(iv)
Starboard Value R LP (“Starboard R LP”), as the general partner of Starboard C LP and the managing member of Starboard P GP;
 

(v)
Starboard Value and Opportunity Master Fund L LP, a Cayman Islands exempted limited partnership (“Starboard L Master”), with respect to the Shares directly and beneficially owned by it;
 

(vi)
Starboard Value L LP (“Starboard L GP”), as the general partner of Starboard L Master;
 

(vii)
Starboard Value R GP LLC (“Starboard R GP”), as the general partner of Starboard R LP and Starboard L GP;
 

(viii)
Starboard X Master Fund Ltd, a Cayman Islands exempted company (“Starboard X Master”), with respect to the Shares directly and beneficially owned by it;
 

(ix)
Starboard Value LP, as the investment manager of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and of a certain managed account (the “Starboard Value LP Account”);
 

(x)
Starboard Value GP LLC (“Starboard Value GP”), as the general partner of Starboard Value LP;
 

(xi)
Starboard Principal Co LP (“Principal Co”), as a member of Starboard Value GP;
 

(xii)
Starboard Principal Co GP LLC (“Principal GP”), as the general partner of Principal Co;
 
16

CUSIP No. 589378108

(xiii)
Jeffrey C. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP; and
 

(xiv)
Peter A. Feld, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP.
 
Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.
 
(b)          The address of the principal office of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard R LP, Starboard L Master, Starboard L GP, Starboard R GP, Starboard X Master,  Starboard Value LP, Starboard Value GP, Principal Co, Principal GP, and Messrs. Smith and Feld is 777 Third Avenue, 18th Floor, New York, New York 10017. The officers and directors of Starboard V&O Fund and Starboard X Master and their principal occupations and business addresses are set forth on Schedule A and are incorporated by reference in this Item 2.
 
(c)         The principal business of Starboard V&O Fund is serving as a private investment fund. Starboard V&O Fund has been formed for the purpose of making equity investments and, on occasion, taking an active role in the management of portfolio companies in order to enhance shareholder value. Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master have been formed for the purpose of investing in securities and engaging in all related activities and transactions. Starboard Value LP provides investment advisory and management services and acts as the investment manager of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and the Starboard Value LP Account. The principal business of Starboard Value GP is providing a full range of investment advisory, pension advisory and management services and serving as the general partner of Starboard Value LP. The principal business of Principal Co is providing investment advisory and management services. Principal Co is a member of Starboard Value GP. Principal GP serves as the general partner of Principal Co. Starboard R LP serves as the general partner of Starboard C LP. Starboard L GP serves as the general partner of Starboard L Master. Starboard R GP serves as the general partner of Starboard R LP and Starboard L GP. Messrs. Smith and Feld serve as members of Principal GP and the members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP.
 
(d)          No Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
(e)        No Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
(f)           Messrs. Smith and Feld are citizens of the United States of America. The citizenship of the persons listed on Schedule A is set forth therein.

17

CUSIP No. 589378108
Item 3.
Source and Amount of Funds or Other Consideration.
 
The Shares purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and held in the Starboard Value LP Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule B, which is incorporated by reference herein.
 
The aggregate purchase price of the 2,333,266 Shares beneficially owned by Starboard V&O Fund is approximately $123,112,706, excluding brokerage commissions. The aggregate purchase price of the entered into over-the-counter forward purchase contracts for the purchase of 573,082 Shares by Starboard V&O Fund is approximately $27,329,320, excluding brokerage commissions. The aggregate purchase price of the 368,090 Shares beneficially owned by Starboard S LLC is approximately $19,372,301, excluding brokerage commissions. The aggregate purchase price of the 221,718 Shares beneficially owned by Starboard C LP is approximately $11,669,997, excluding brokerage commissions. The aggregate purchase price of the 154,830 Shares beneficially owned by Starboard L Master is approximately $8,154,907, excluding brokerage commissions.  The aggregate purchase price of the 585,950 Shares beneficially owned by Starboard X Master is approximately $30,890,737, excluding brokerage commissions.  The aggregate purchase price of the 4,156,831 Shares held in the Starboard Value LP Account is approximately $219,527,067, excluding brokerage commissions.
 
Item 4.
Purpose of Transaction.
 
The Reporting Persons purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
 
No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications with management and the Board of Directors of the Issuer, engaging in discussions with stockholders of the Issuer or other third parties about the Issuer and the Reporting Persons’ investment, including potential business combinations or dispositions involving the Issuer or certain of its businesses, making recommendations or proposals to the Issuer concerning changes to the capitalization, ownership structure, board structure (including board composition), potential business combinations or dispositions involving the Issuer or certain of its businesses, or suggestions for improving the Issuer’s financial and/or operational performance, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, including swaps and other derivative instruments, or changing their intention with respect to any and all matters referred to in Item 4.

18

CUSIP No. 589378108
On January 13, 2022, Starboard Value LP delivered an open letter to the board of directors of the Issuer, a copy of which is attached hereto as Exhibit 99.3 and is incorporated by reference herein.
 
Item 5.
Interest in Securities of the Issuer.
 
The aggregate percentage of Shares reported owned by each person named herein is based upon 56,645,864 Shares outstanding, as of October 31, 2021, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2021.
 
A.
Starboard V&O Fund
 

(a)
As of the close of business on January 13, 2022, Starboard V&O Fund beneficially owned 2,333,266 Shares, including 573,082 Shares underlying certain forward purchase contracts.
 
Percentage: Approximately 4.1%
 

(b)
1. Sole power to vote or direct vote: 2,333,266
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 2,333,266
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard V&O Fund during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
B.
Starboard S LLC
 

(a)
As of the close of business on January 13, 2022, Starboard S LLC beneficially owned 368,090 Shares.
 
Percentage: Less than 1%
 

(b)
1. Sole power to vote or direct vote: 368,090
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 368,090
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard S LLC during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
C.
Starboard C LP
 

(a)
As of the close of business on January 13, 2022, Starboard C LP beneficially owned 221,718 Shares.
 
Percentage: Less than 1%
 
19

CUSIP No. 589378108

(b)
1. Sole power to vote or direct vote: 221,718
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 221,718
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard C LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
D.
Starboard R LP
 

(a)
Starboard R LP, as the general partner of Starboard C LP, may be deemed the beneficial owner of the 221,718 Shares owned by Starboard C LP.
 
Percentage: Less than 1%
 

(b)
1. Sole power to vote or direct vote: 221,718
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 221,718
4. Shared power to dispose or direct the disposition: 0
 

(c)
Starboard R LP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of each of Starboard C LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
E.
Starboard L Master
 

(a)
As of the close of business on January 13, 2022, Starboard L Master beneficially owned 154,830 Shares.
 
Percentage: Less than 1%
 

(b)
1. Sole power to vote or direct vote: 154,830
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 154,830
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard L Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
F.
Starboard L GP
 

(a)
Starboard L GP, as the general partner of Starboard L Master, may be deemed the beneficial owner of the 154,830 Shares owned by Starboard L Master.
 
Percentage: Less than 1%
 

(b)
1. Sole power to vote or direct vote: 154,830
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 154,830
4. Shared power to dispose or direct the disposition: 0
 
20

CUSIP No. 589378108

(c)
Starboard L GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of Starboard L Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
G.
Starboard R GP
 

(a)
Starboard R GP, as the general partner of Starboard R LP and Starboard L GP, may be deemed the beneficial owner of the (i) 221,718 Shares owned by Starboard C LP, and (ii) 154,830 Shares owned by Starboard L Master.
 
Percentage: Approximately Less than 1%
 

(b)
1. Sole power to vote or direct vote: 376,548
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 376,548
4. Shared power to dispose or direct the disposition: 0
 

(c)
Starboard R GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of each of Starboard C LP and Starboard L Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
H.
Starboard X Master
 

(a)
As of the close of business on January 13, 2022, Starboard X Master beneficially owned 585,950 Shares.
 
Percentage: Approximately 1.0%
 

(b)
1. Sole power to vote or direct vote: 585,950
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 585,950
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
I.
Starboard Value LP
 

(a)
As of the close of business on January 13, 2022, 4,156,831 Shares were held in the Starboard Value LP Account, including 573,082 Shares underlying certain forward purchase contracts. Starboard Value LP, as the investment manager of Starboard V&O Fund, Starboard C LP, Starboard L Master, Starboard X Master and the Starboard Value LP Account and the manager of Starboard S LLC, may be deemed the beneficial owner of the (i) 2,333,266 Shares owned by Starboard V&O Fund, (ii) 368,090 Shares owned by Starboard S LLC, (iii) 221,718 Shares owned by Starboard C LP, (iv) 154,830 Shares owned by Starboard L Master, (v) 585,950 Shares owned by Starboard X Master, and (vi) 492,977 Shares held in the Starboard Value LP Account.
 
Percentage: Approximately 7.3%
 
21

CUSIP No. 589378108

(b)
1. Sole power to vote or direct vote: 4,156,831
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 4,156,831
4. Shared power to dispose or direct the disposition: 0
 

(c)
The transactions in the Shares by Starboard Value LP through the Starboard Value LP Account and on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
J.
Starboard Value GP
 

(a)
Starboard Value GP, as the general partner of Starboard Value LP, may be deemed the beneficial owner of the (i) 2,333,266 Shares owned by Starboard V&O Fund, (ii) 368,090 Shares owned by Starboard S LLC, (iii) 221,718 Shares owned by Starboard C LP, (iv) 154,830 Shares owned by Starboard L Master, (v) 585,950 Shares owned by Starboard X Master, and (vi) 492,977 Shares held in the Starboard Value LP Account.
 
Percentage: Approximately 7.3%
 

(b)
1. Sole power to vote or direct vote: 4,156,831
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 4,156,831
4. Shared power to dispose or direct the disposition: 0
 

(c)
Starboard Value GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Starboard Value LP through the Starboard Value LP Account and on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
K.
Principal Co
 

(a)
Principal Co, as a member of Starboard Value GP, may be deemed the beneficial owner of the (i)
2,333,266 Shares owned by Starboard V&O Fund, (ii) 368,090 Shares owned by Starboard S LLC, (iii) 221,718 Shares owned by Starboard C LP, (iv) 154,830 Shares owned by Starboard L Master, (v) 585,950 Shares owned by Starboard X Master, and (vi) 492,977 Shares held in the Starboard Value LP Account.
 
Percentage: Approximately 7.3%
 

(b)
1. Sole power to vote or direct vote: 4,156,831
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 4,156,831
4. Shared power to dispose or direct the disposition: 0
 

(c)
Principal Co has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Starboard Value LP through the Starboard Value LP Account and on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.

22

CUSIP No. 589378108
L.
Principal GP
 

(a)
Principal GP, as the general partner of Principal Co, may be deemed the beneficial owner of the (i) 2,333,266 Shares owned by Starboard V&O Fund, (ii) 368,090 Shares owned by Starboard S LLC, (iii) 221,718 Shares owned by Starboard C LP, (iv) 154,830 Shares owned by Starboard L Master, (v) 585,950 Shares owned by Starboard X Master, and (vi) 492,977 Shares held in the Starboard Value LP Account.
 
Percentage: Approximately 7.3%
 

(b)
1. Sole power to vote or direct vote: 4,156,831
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 4,156,831
4. Shared power to dispose or direct the disposition: 0
 

(c)
Principal GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Starboard Value LP through the Starboard Value LP Account and on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
M.
Messrs. Smith and Feld
 

(a)
Each of Messrs. Smith and Feld, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed the beneficial owner of the (i) 2,333,266 Shares owned by Starboard V&O Fund, (ii) 368,090 Shares owned by Starboard S LLC, (iii) 221,718 Shares owned by Starboard C LP, (iv) 154,830 Shares owned by Starboard L Master, (v) 585,950 Shares owned by Starboard X Master, and (vi) 492,977 Shares held in the Starboard Value LP Account.
 
Percentage: Approximately 7.3%
 

(b)
1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 4,156,831
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 4,156,831
 

(c)
None of Messrs. Smith or Feld has entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Starboard Value LP through the Starboard Value LP Account and on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
 
The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
 
23

CUSIP No. 589378108

(d)
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
 

(e)
Not applicable.
 
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
 
Starboard V&O Fund entered into forward purchase contracts with Bank of America as the counterparty providing for the purchase of an aggregate of 573,082 Shares, having an aggregate purchase price of approximately $27,329,320 (each a “BA Forward Contract”). Each of the BA Forward Contracts has a final valuation date of March 15, 2023, however, Starboard V&O Fund has the ability to elect early settlement after serving notice to the counter-party of such intention at least two scheduled trading days in advance of the desired early final valuation date. Each of the BA Forward Contracts provides for physical settlement. Until the settlement date, none of the BA Forward Contracts give the Reporting Persons voting and dispositive control over the Shares to which such contracts relate.
 
On January 13, 2022, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer
 
Item 7.
Material to be Filed as Exhibits.

 
Joint Filing Agreement by and among Starboard Value and Opportunity Master Fund Ltd, Starboard Value and Opportunity S LLC, Starboard Value and Opportunity C LP, Starboard Value R LP, Starboard Value and Opportunity Master Fund L LP, Starboard Value L LP, Starboard Value R GP LLC, Starboard X Master Fund Ltd, Starboard Value LP, Starboard Value GP LLC, Starboard Principal Co LP, Starboard Principal Co GP LLC, Jeffrey C. Smith and Peter A. Feld, dated January 13, 2022.
     
 
Power of Attorney for Jeffrey C. Smith and Peter A. Feld, dated January 13, 2022.
     
 
Letter to the Board of Directors of the Issuer, dated January 13, 2022.

24

CUSIP No. 589378108
SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated: January 13, 2022
 
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD

By:
Starboard Value LP,



its investment manager
 

 

 
STARBOARD VALUE AND OPPORTUNITY S LLC
STARBOARD VALUE L LP
By:
Starboard Value LP,
By:
Starboard Value R GP LLC,

its manager

its general partner
 

 

STARBOARD VALUE AND OPPORTUNITY C LP
STARBOARD X MASTER FUND LTD
By:
Starboard Value R LP,
By:
Starboard Value LP,

its general partner

its investment manager
 

 

STARBOARD VALUE R LP
STARBOARD VALUE LP
By:
Starboard Value R GP LLC,
By:
Starboard Value GP LLC,

its general partner

its general partner
 

 

STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP
STARBOARD VALUE GP LLC
By:
Starboard Value L LP,
By:
Starboard Principal Co LP,

its general partner
 
its member




 

STARBOARD PRINCIPAL CO LP
   
By:
Starboard Principal Co GP LLC,
     
its general partner
       
   
STARBOARD PRINCIPAL CO GP LLC
       
   
STARBOARD VALUE R GP LLC

 
By:
/s/ Jeffrey C. Smith
 
 
Name:
Jeffrey C. Smith
 
Title:
Authorized Signatory

/s/ /s/ Jeffrey C. Smith
 
JEFFREY C. SMITH
Individually and as attorney-in-fact for Peter A. Feld

25

CUSIP No. 589378108
SCHEDULE A
 
Directors and Officers of Starboard Value and Opportunity Master Fund Ltd and Starboard X Master Fund Ltd
 
Name and Position
Principal Occupation
Principal Business Address
Citizenship
       
Patrick Agemian
Director
Director of Global Funds Management, Ltd.
PO Box 10034, Harbour Place
2nd Floor
103 South Church Street
Grand Cayman
Cayman Islands, KY1-1001
Canada
       
Kenneth R. Marlin
Director
Chief Financial Officer, Starboard Value LP
777 Third Avenue, 18th Floor
New York, New York 10017
United States of America
       
Alaina Danley
Director
Managing Director of Waystone Governance Ltd.
Waystone Governance Ltd.
Suite 5B201, 2nd Floor
One Nexus Way
P.O. Box 2587
Grand Cayman
Cayman Islands, KY1-1103
Cayman Islands


CUSIP No. 589378108
SCHEDULE B
 
Transactions in the Shares During the Past Sixty Days
 
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
 
Purchase of Common Stock
3,905
51.87
11/15/2021
Purchase of Common Stock
3,905
51.87
11/15/2021
Purchase of Common Stock
2,720
51.8414
11/15/2021
Purchase of Common Stock
2,720
51.8414
11/15/2021
Sale of Common Stock
(54,523)
52.2878
11/16/2021
Purchase of Common Stock
1,645
51.958
11/16/2021
Purchase of Common Stock
1,644
51.958
11/16/2021
Purchase of Forward Contract
54,523
52.3241
11/16/2021
Sale of Common Stock
(54,524)
51.4763
11/17/2021
Purchase of Forward Contract
54,524
51.516
11/17/2021
Purchase of Common Stock
7,041
51.5427
11/17/2021
Purchase of Common Stock
7,041
51.5427
11/17/2021
Purchase of Common Stock
13,750.0
50.547
11/18/2021
Purchase of Common Stock
13,750.0
50.547
11/18/2021
Purchase of Common Stock
13,750.0
49.5426
11/19/2021
Purchase of Common Stock
13,750.0
49.5426
11/19/2021
Sale of Common Stock
(54,578.0)
50.3282
11/22/2021
Purchase of Forward Contract
54,578.0
50.4041
11/22/2021
Purchase of Forward Contract
41,250.0
49.696
11/23/2021
Purchase of Forward Contract
23,650.0
49.5766
11/24/2021
Purchase of Forward Contract
55,000.0
48.0831
11/26/2021
Purchase of Forward Contract
27,500.0
49.1062
11/29/2021
Purchase of Forward Contract
54,578.0
49.0683
11/30/2021
Sale of Common Stock
(54,578.0)
49.0235
11/30/2021
Purchase of Common Stock
13,274.0
48.7722
11/30/2021
Purchase of Common Stock
13,273.0
48.7722
11/30/2021
Purchase of Common Stock
21,525.0
49.7852
12/01/2021
Purchase of Common Stock
21,525.0
49.7852
12/01/2021
Sale of Common Stock
(54,599.0)
49.7404
12/01/2021
Purchase of Forward Contract
54,599.0
49.8104
12/01/2021
Sale of Common Stock
(82,230.0)
47.9215
12/02/2021
Purchase of Forward Contract
82,230.0
47.9413
12/02/2021
Purchase of Common Stock
5,740.0
47.7811
12/02/2021
Purchase of Common Stock
5,740.0
47.7811
12/02/2021
Purchase of Common Stock
7,175.0
47.1249
12/03/2021
Purchase of Common Stock
7,175.0
47.1249
12/03/2021
Sale of Common Stock
(82,436.0)
48.2275
12/07/2021
Purchase of Forward Contract
82,436.0
48.2787
12/07/2021
Sale of Common Stock
(82,436.0)
46.8885
12/09/2021
Purchase of Forward Contract
82,436.0
46.942
12/09/2021
Purchase of Common Stock
6,142.0
46.83
12/10/2021
Purchase of Common Stock
6,142.0
46.83
12/10/2021
Purchase of Common Stock
8,123.0
46.9811
12/10/2021
Purchase of Common Stock
8,123.0
46.9811
12/10/2021
Purchase of Common Stock
5,688.0
47.9096
12/13/2021
Purchase of Common Stock
5,688.0
47.9096
12/13/2021
Sale of Common Stock
(47,872.0)
48.9875
12/14/2021
Purchase of Forward Contract
47,872.0
49.0365
12/14/2021


CUSIP No. 589378108
Purchase of Common Stock
21,525.0
49.8975
12/15/2021
Purchase of Common Stock
21,525.0
49.8975
12/15/2021
Sale of Common Stock
(92,999.0)
50.4373
12/16/2021
Purchase of Forward Contract
92,999.0
50.5365
12/16/2021
Purchase of Common Stock
7,175.0
50.0766
12/16/2021
Purchase of Common Stock
7,175.0
50.0766
12/16/2021
Sale of Common Stock
(92,585.0)
49.2765
12/20/2021
Purchase of Forward Contract
92,585.0
49.3049
12/20/2021
Purchase of Common Stock
7,175.0
49.6442
12/20/2021
Purchase of Common Stock
7,175.0
49.6442
12/20/2021
Purchase of Common Stock
9,882.0
51.4446
12/21/2021
Purchase of Common Stock
9,882.0
51.4446
12/21/2021
Sale of Common Stock
(92,027.0)
51.2378
12/21/2021
Purchase of Forward Contract
92,027.0
51.2967
12/21/2021
Sale of Common Stock
(89,219.0)
51.005
12/22/2021
Sale of Common Stock
(1,644.0)
51.005
12/22/2021
Purchase of Forward Contract
90,863.0
51.0574
12/22/2021
Purchase of Common Stock
2,057.0
54.9298
12/23/2021
Purchase of Common Stock
2,057.0
54.9298
12/23/2021
Purchase of Common Stock
58,919.0
55.6249
12/23/2021
Purchase of Common Stock
58,919.0
55.6249
12/23/2021
Purchase of Forward Contract
28,700.0
53.7574
12/23/2021
Sale of Common Stock
(57,740.0)
55.4034
12/27/2021
Purchase of Forward Contract
57,740.0
55.4395
12/27/2021
Purchase of Common Stock
35,875.0
55.3576
12/27/2021
Purchase of Common Stock
35,875.0
55.3576
12/27/2021
Purchase of Common Stock
1,493.0
55.86
12/28/2021
Purchase of Common Stock
1,493.0
55.86
12/28/2021
Sale of Common Stock
(86,366.0)
55.7334
12/28/2021
Purchase of Forward Contract
86,366.0
55.7862
12/28/2021
Purchase of Common Stock
50,167.0
55.7669
12/28/2021
Purchase of Common Stock
50,167.0
55.7669
12/28/2021
Sale of Common Stock
(86,203.0)
54.8951
12/29/2021
Purchase of Forward Contract
86,203.0
54.9464
12/29/2021
Sale of Common Stock
(62,145.0)
55.7249
12/30/2021
Sale of Common Stock
(19,938.0)
55.7249
12/30/2021
Purchase of Forward Contract
82,083.0
55.7993
12/30/2021
Purchase of Forward Contract
20,090.0
55.6412
12/31/2021
Purchase of Common Stock
1,764.0
56.3048
01/03/2022
Purchase of Common Stock
1,764.0
56.3048
01/03/2022
Purchase of Common Stock
19,167.0
56.018
01/03/2022
Purchase of Common Stock
19,166.0
56.018
01/03/2022
Purchase of Common Stock
29,869.0
57.0904
01/04/2022
Purchase of Common Stock
29,869.0
57.0904
01/04/2022
Purchase of Common Stock
132,029.0
57.524
01/05/2022
Purchase of Common Stock
132,030.0
57.524
01/05/2022
Purchase of Common Stock
53,536.0
56.688
01/06/2022
Purchase of Common Stock
53,536.0
56.688
01/06/2022
Purchase of Common Stock
19,685.0
56.8095
01/07/2022
Purchase of Common Stock
19,685.0
56.8095
01/07/2022
Purchase of Common Stock
35,563.0
55.6399
01/10/2022
Purchase of Common Stock
35,562.0
55.6399
01/10/2022
Purchase of Common Stock
28,450.0
57.1062
01/11/2022
Purchase of Common Stock
28,450.0
57.1062
01/11/2022
Purchase of Common Stock
1,000,000.0
52.3903
01/12/2022
Exercise of Forward Contract
(1,000,000.0)
52.3658
01/12/2022
Purchase of Common Stock
31,580.0
57.3145
01/12/2022
Purchase of Common Stock
31,579.0
57.3145
01/12/2022
Purchase of Common Stock
28,450.0
58.2419
01/13/2022
Purchase of Common Stock
28,450.0
58.2419
01/13/2022


CUSIP No. 589378108
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD VALUE AND OPPORTUNITY S LLC
 
Purchase of Common Stock
1,292.0
51.87
11/15/2021
Purchase of Common Stock
900.0
51.8414
11/15/2021
Sale of Common Stock
(9,031.0)
52.2878
11/16/2021
Purchase of Common Stock
544.0
51.958
11/16/2021
Purchase of Forward Contract
9,031.0
52.3241
11/16/2021
Sale of Common Stock
(9,032.0)
51.4763
11/17/2021
Purchase of Forward Contract
9,032.0
51.516
11/17/2021
Purchase of Common Stock
2,330.0
51.5427
11/17/2021
Purchase of Common Stock
4,550.0
50.547
11/18/2021
Purchase of Common Stock
4,550.0
49.5426
11/19/2021
Sale of Common Stock
(9,040.0)
50.3282
11/22/2021
Purchase of Forward Contract
9,040.0
50.4041
11/22/2021
Purchase of Forward Contract
6,825.0
49.696
11/23/2021
Purchase of Forward Contract
3,913.0
49.5766
11/24/2021
Purchase of Forward Contract
9,100.0
48.0831
11/26/2021
Purchase of Forward Contract
4,550.0
49.1062
11/29/2021
Purchase of Forward Contract
9,039.0
49.0683
11/30/2021
Sale of Common Stock
(9,039.0)
49.0235
11/30/2021
Purchase of Common Stock
4,392.0
48.7722
11/30/2021
Purchase of Common Stock
6,525.0
49.7852
12/01/2021
Sale of Common Stock
(9,042.0)
49.7404
12/01/2021
Purchase of Common Stock
9,042.0
49.8104
12/01/2021
Sale of Common Stock
(13,523.0)
47.9215
12/02/2021
Purchase of Forward Contract
13,523.0
47.9413
12/02/2021
Purchase of Common Stock
1,740.0
47.7811
12/02/2021
Purchase of Common Stock
2,175.0
47.1249
12/03/2021
Sale of Common Stock
(13,498.0)
48.2275
12/07/2021
Purchase of Forward Contract
13,498.0
48.2787
12/07/2021
Purchase of Common Stock
(13,498.0)
46.8885
12/09/2021
Purchase of Forward Contract
13,498.0
46.942
12/09/2021
Purchase of Common Stock
1,862.0
46.83
12/10/2021
Purchase of Common Stock
2,462.0
46.9811
12/10/2021
Purchase of Common Stock
1,724.0
47.9096
12/13/2021
Sale of Common Stock
(7,770.0)
48.9875
12/14/2021
Purchase of Forward Contract
7,770.0
49.0365
12/14/2021
Purchase of Common Stock
6,525.0
49.8975
12/15/2021
Sale of Common Stock
(14,967.0)
50.4373
12/16/2021
Purchase of Forward Contract
14,967.0
50.5365
12/16/2021
Purchase of Common Stock
2,175.0
50.0766
12/16/2021
Sale of Common Stock
(14,851.0)
49.2765
12/20/2021
Purchase of Forward Contract
14,851.0
49.3049
12/20/2021
Purchase of Common Stock
2,175.0
49.6442
12/20/2021
Purchase of Common Stock
2,996.0
51.4446
12/21/2021
Sale of Common Stock
(14,697.0)
51.2378
12/21/2021
Purchase of Forward Contract
14,697.0
51.2967
12/21/2021
Sale of Common Stock
(14,374.0)
51.005
12/22/2021
Purchase of Forward Contract
14,374.0
51.0574
12/22/2021
Purchase of Common Stock
623.0
54.9298
12/23/2021
Purchase of Common Stock
17,860.0
55.6249
12/23/2021
Purchase of Common Stock
4,350.0
53.7574
12/23/2021
Sale of Common Stock
(8,794.0)
55.4034
12/27/2021


CUSIP No. 589378108
Purchase of Forward Contract
8,794.0
55.4395
12/27/2021
Purchase of Common Stock
10,875.0
55.3576
12/27/2021
Purchase of Common Stock
452.0
55.86
12/28/2021
Sale of Common Stock
(13,123.0)
55.7334
12/28/2021
Purchase of Forward Contract
13,123.0
55.7862
12/28/2021
Purchase of Common Stock
15,208.0
55.7669
12/28/2021
Sale of Common Stock
(13,079.0)
54.8951
12/29/2021
Purchase of Common Stock
13,079.0
54.9464
12/29/2021
Sale of Common Stock
(12,453.0)
55.7249
12/30/2021
Purchase of Forward Contract
12,453.0
55.7993
12/30/2021
Purchase of Forward Contract
3,045.0
55.6412
12/31/2021
Purchase of Common Stock
533.0
56.3048
01/03/2022
Purchase of Common Stock
5,794.0
56.018
01/03/2022
Purchase of Common Stock
9,029.0
57.0904
01/04/2022
Purchase of Common Stock
39,910.0
57.524
01/05/2022
Purchase of Common Stock
16,183.0
56.688
01/06/2022
Purchase of Common Stock
5,951.0
56.8095
01/07/2022
Purchase of Common Stock
10,750.0
55.6399
01/10/2022
Purchase of Common Stock
8,600.0
57.1062
01/11/2022
Purchase of Common Stock
253,194.0
50.6085
01/12/2022
Exercise of Forward Contract
(253,194.0)
50.5759
01/12/2022
Purchase of Common Stock
9,546.0
57.3145
01/12/2022
Purchase of Common Stock
8,600
58.2419
01/13/2022


CUSIP No. 589378108
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD VALUE AND OPPORTUNITY C LP
 
Purchase of Common Stock
781.0
51.87
11/17/2021
Purchase of Common Stock
544.0
51.8414
11/17/2021
Sale of Common Stock
(5,459.0)
52.2878
11/18/2021
Purchase of Common Stock
329.0
51.958
11/18/2021
Purchase of Forward Contract
5,459.0
52.3241
11/18/2021
Sale of Common Stock
(5,459.0)
51.4763
11/19/2021
Purchase of Forward Contract
5,459.0
51.516
11/19/2021
Purchase of Common Stock
1,408.0
51.5427
11/19/2021
Purchase of Common Stock
2,750.0
50.547
11/22/2021
Purchase of Common Stock
2,750.0
49.5426
11/23/2021
Sale of Common Stock
(5,463.0)
50.3282
11/24/2021
Purchase of Forward Contract
5,463.0
50.4041
11/24/2021
Purchase of Forward Contract
4,125.0
49.696
11/26/2021
Purchase of Forward Contract
2,365.0
49.5766
11/29/2021
Purchase of Forward Contract
5,500.0
48.0831
11/30/2021
Purchase of Forward Contract
2,750.0
49.1062
12/01/2021
Purchase of Forward Contract
5,463.0
49.0683
12/02/2021
Sale of Common Stock
(5,463.0)
49.0235
12/02/2021
Purchase of Common Stock
2,655.0
48.7722
12/02/2021
Purchase of Common Stock
3,900.0
49.7852
12/03/2021
Sale of Common Stock
(5,465.0)
49.7404
12/03/2021
Purchase of Forward Contract
5,465.0
49.8104
12/03/2021
Sale of Common Stock
(8,167.0)
47.9215
12/06/2021
Purchase of Forward Contract
8,167.0
47.9413
12/06/2021
Purchase of Common Stock
1,040.0
47.7811
12/06/2021
Purchase of Common Stock
1,300.0
47.1249
12/07/2021
Sale of Common Stock
(8,147.0)
48.2275
12/09/2021
Purchase of Forward Contract
8,147.0
48.2787
12/09/2021
Sale of Common Stock
(8,147.0)
46.8885
12/13/2021
Purchase of Forward Contract
8,147.0
46.942
12/13/2021
Purchase of Common Stock
1,113.0
46.83
12/14/2021
Purchase of Common Stock
1,472.0
46.9811
12/14/2021
Purchase of Common Stock
1,030.0
47.9096
12/15/2021
Sale of Common Stock
(4,685.0)
48.9875
12/16/2021
Purchase of Forward Contract
4,685.0
49.0365
12/16/2021
Purchase of Common Stock
3,900.0
49.8975
12/17/2021
Sale of Common Stock
(9,015.0)
50.4373
12/20/2021
Purchase of Forward Contract
9,015.0
50.5365
12/20/2021
Purchase of Common Stock
1,300.0
50.0766
12/20/2021
Sale of Common Stock
(8,941.0)
49.2765
12/22/2021
Purchase of Forward Contract
8,941.0
49.3049
12/22/2021
Purchase of Common Stock
1,300.0
49.6442
12/22/2021
Purchase of Common Stock
1,791.0
51.4446
12/23/2021
Sale of Common Stock
(8,844.0)
51.2378
12/23/2021
Purchase of Forward Contract
8,844.0
51.2967
12/23/2021
Sale of Common Stock
(8,639.0)
51.005
12/27/2021
Purchase of Forward Contract
8,639.0
51.0574
12/27/2021
Purchase of Common Stock
372.0
54.9298
12/28/2021
Purchase of Common Stock
10,675.0
55.6249
12/28/2021
Purchase of Forward Contract
2,600.0
53.7574
12/28/2021
Sale of Common Stock
(5,259.0)
55.4034
12/29/2021


CUSIP No. 589378108
Purchase of Forward Contract
5,259.0
55.4395
12/29/2021
Purchase of Common Stock
6,500.0
55.3576
12/29/2021
Purchase of Common Stock
270.0
55.86
12/30/2021
Sale of Common Stock
(7,847.0)
55.7334
12/30/2021
Purchase of Forward Contract
7,847.0
55.7862
12/30/2021
Purchase of Common Stock
9,090.0
55.7669
12/30/2021
Sale of Common Stock
(7,818.0)
54.8951
12/31/2021
Purchase of Forward Contract
7,818.0
54.9464
12/31/2021
Sale of Common Stock
(7,444.0)
55.7249
01/03/2022
Purchase of Forward Contract
7,444.0
55.7993
01/03/2022
Purchase of Forward Contract
1,820.0
55.6412
01/04/2022
Purchase of Common Stock
322.0
56.3048
01/05/2022
Purchase of Common Stock
3,503.0
56.018
01/05/2022
Purchase of Common Stock
5,459.0
57.0904
01/06/2022
Purchase of Common Stock
24,132.0
57.524
01/07/2022
Purchase of Common Stock
9,785.0
56.688
01/10/2022
Purchase of Common Stock
3,598.0
56.8095
01/10/2022
Purchase of Common Stock
6,500.0
55.6399
01/10/2022
Purchase of Common Stock
5,200.0
57.1062
01/11/2022
Purchase of Common Stock
152,247.0
50.6048
01/12/2022
Exercise of Forward Contract
(152,247.0)
50.5722
01/12/2022
Purchase of Common Stock
5,772.0
57.3145
01/12/2022
Purchase of Common Stock
5,200.0
58.2419
01/13/2022


CUSIP No. 589378108
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP

Purchase of Common Stock
540.0
51.87
11/17/2021
Purchase of Common Stock
376.0
51.8414
11/17/2021
Sale of Common Stock
(3,771.0)
52.2878
11/18/2021
Purchase of Common Stock
227.0
51.958
11/18/2021
Purchase of Forward Contract
3,771.0
52.3241
11/18/2021
Sale of Common Stock
(3,772.0)
51.4763
11/19/2021
Purchase of Forward Contract
3,772.0
51.516
11/19/2021
Purchase of Common Stock
973.0
51.5427
11/19/2021
Purchase of Common Stock
1,900.0
50.547
11/22/2021
Purchase of Common Stock
1,900.0
49.5426
11/23/2021
Sale of Common Stock
(3,775.0)
50.3282
11/24/2021
Purchase of Forward Contract
3,775.0
50.4041
11/24/2021
Purchase of Forward Contract
2,850.0
49.696
11/26/2021
Purchase of Forward Contract
1,634.0
49.5766
11/29/2021
Purchase of Forward Contract
3,800.0
48.0831
11/30/2021
Purchase of Forward Contract
1,900.0
49.1062
12/01/2021
Purchase of Forward Contract
3,776.0
49.0683
12/02/2021
Sale of Common Stock
(3,776.0)
49.0235
12/02/2021
Purchase of Common Stock
1,834.0
48.7722
12/02/2021
Purchase of Common Stock
2,700.0
49.7852
12/03/2021
Sale of Common Stock
(3,777.0)
49.7404
12/03/2021
Purchase of Forward Contract
3,777.0
49.8104
12/03/2021
Sale of Common Stock
(5,643.0)
47.9215
12/06/2021
Purchase of Forward Contract
5,643.0
47.9413
12/06/2021
Purchase of Common Stock
720.0
47.7811
12/06/2021
Purchase of Common Stock
900.0
47.1249
12/07/2021
Sale of Common Stock
(5,630.0)
48.2275
12/09/2021
Purchase of Forward Contract
5,630.0
48.2787
12/09/2021
Sale of Common Stock
(5,630.0)
46.8885
12/13/2021
Purchase of Forward Contract
5,630.0
46.942
12/13/2021
Purchase of Common Stock
770.0
46.83
12/14/2021
Purchase of Common Stock
1,019.0
46.9811
12/14/2021
Purchase of Common Stock
714.0
47.9096
12/15/2021
Sale of Common Stock
(3,239.0)
48.9875
12/16/2021
Purchase of Forward Contract
3,239.0
49.0365
12/16/2021
Purchase of Common Stock
2,700.0
49.8975
12/17/2021
Sale of Common Stock
(6,231.0)
50.4373
12/20/2021
Purchase of Forward Contract
6,231.0
50.5365
12/20/2021
Purchase of Common Stock
900.0
50.0766
12/20/2021
Sale of Common Stock
(6,182.0)
49.2765
12/22/2021
Purchase of Forward Contract
6,182.0
49.3049
12/22/2021
Purchase of Common Stock
900.0
49.6442
12/22/2021
Purchase of Common Stock
1,240.0
51.4446
12/23/2021
Sale of Common Stock
(6,114.0)
51.2378
12/23/2021
Purchase of Forward Contract
6,114.0
51.2967
12/23/2021
Sale of Common Stock
(5,974.0)
51.005
12/27/2021
Purchase of Forward Contract
5,974.0
51.0574
12/27/2021
Purchase of Common Stock
258.0
54.9298
12/28/2021
Purchase of Common Stock
7,391.0
55.6249
12/28/2021
Purchase of Forward Contract
1,800.0
53.7574
12/28/2021
Sale of Common Stock
(3,641.0)
55.4034
12/29/2021


CUSIP No. 589378108
Purchase of Forward Contract
3,641.0
55.4395
12/29/2021
Purchase of Common Stock
4,500.0
55.3576
12/29/2021
Purchase of Common Stock
187.0
55.86
12/30/2021
Sale of Common Stock
(5,433.0)
55.7334
12/30/2021
Purchase of Forward Contract
5,433.0
55.7862
12/30/2021
Purchase of Common Stock
6,293.0
55.7669
12/30/2021
Sale of Common Stock
(5,412.0)
54.8951
12/31/2021
Purchase of Forward Contract
5,412.0
54.9464
12/31/2021
Sale of Common Stock
(5,154.0)
55.7249
01/03/2022
Purchase of Forward Contract
5,154.0
55.7993
01/03/2022
Purchase of Forward Contract
1,260.0
55.6412
01/04/2022
Purchase of Common Stock
229.0
56.3048
01/05/2022
Purchase of Common Stock
2,493.0
56.018
01/05/2022
Purchase of Common Stock
3,885.0
57.0904
01/06/2022
Purchase of Common Stock
17,171.0
57.524
01/07/2022
Purchase of Common Stock
6,962.0
56.688
01/10/2022
Purchase of Common Stock
2,560.0
56.8095
01/11/2022
Purchase of Common Stock
4,625.0
55.6399
01/12/2022
Purchase of Common Stock
3,700.0
57.1062
01/12/2022
Purchase of Common Stock
105,398.0
50.6007
01/12/2022
Exercise of Forward Contract
(105,398.0)
50.5681
01/12/2022
Purchase of Common Stock
4,107.0
57.3145
01/12/2022
Purchase of Common Stock
3,700.0
58.2419
01/13/2022


CUSIP No. 589378108
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD X MASTER FUND LTD
 
Purchase of Common Stock
2,059.0
51.87
11/17/2021
Purchase of Common Stock
1,435.0
51.8414
11/17/2021
Sale of Common Stock
(15,080.0)
52.2878
11/18/2021
Purchase of Common Stock
867.0
51.958
11/18/2021
Purchase of Forward Contract
15,080.0
52.3241
11/18/2021
Sale of Common Stock
(15,077.0)
51.4763
11/19/2021
Purchase of Forward Contract
15,077.0
51.516
11/19/2021
Purchase of Common Stock
3,712.0
51.5427
11/19/2021
Purchase of Common Stock
7,250.0
50.547
11/22/2021
Purchase of Common Stock
7,250.0
49.5426
11/23/2021
Sale of Common Stock
(15,012.0)
50.3282
11/24/2021
Purchase of Forward Contract
15,012.0
50.4041
11/24/2021
Purchase of Forward Contract
10,875.0
49.696
11/26/2021
Purchase of Forward Contract
6,235.0
49.5766
11/29/2021
Purchase of Forward Contract
14,500.0
48.0831
11/30/2021
Purchase of Forward Contract
7,250.0
49.1062
12/01/2021
Purchase of Forward Contract
15,012.0
49.0683
12/02/2021
Sale of Common Stock
(15,012.0)
49.0235
12/02/2021
Purchase of Common Stock
6,999.0
48.7722
12/02/2021
Purchase of Common Stock
10,275.0
49.7852
12/03/2021
Sale of Common Stock
(14,987.0)
49.7404
12/03/2021
Purchase of Forward Contract
14,987.0
49.8104
12/03/2021
Sale of Common Stock
(22,328.0)
47.9215
12/06/2021
Purchase of Forward Contract
22,328.0
47.9413
12/06/2021
Purchase of Common Stock
2,740.0
47.7811
12/06/2021
Purchase of Common Stock
3,425.0
47.1249
12/07/2021
Sale of Common Stock
(22,234.0)
48.2275
12/09/2021
Purchase of Forward Contract
22,234.0
48.2787
12/09/2021
Sale of Common Stock
(22,234.0)
46.8885
12/13/2021
Purchase of Forward Contract
22,234.0
46.942
12/13/2021
Purchase of Common Stock
2,932.0
46.83
12/14/2021
Purchase of Common Stock
3,877.0
46.9811
12/14/2021
Purchase of Common Stock
2,715.0
47.9096
12/15/2021
Sale of Common Stock
(12,737.0)
48.9875
12/16/2021
Purchase of Forward Contract
12,737.0
49.0365
12/16/2021
Purchase of Common Stock
10,275.0
49.8975
12/17/2021
Sale of Common Stock
(24,417.0)
50.4373
12/20/2021
Purchase of Forward Contract
24,417.0
50.5365
12/20/2021
Purchase of Common Stock
3,425.0
50.0766
12/20/2021
Sale of Common Stock
(24,185.0)
49.2765
12/22/2021
Purchase of Forward Contract
24,185.0
49.3049
12/22/2021
Purchase of Common Stock
3,425.0
49.6442
12/22/2021
Purchase of Common Stock
4,717.0
51.4446
12/23/2021
Sale of Common Stock
(23,872.0)
51.2378
12/23/2021
Purchase of Forward Contract
23,872.0
51.2967
12/23/2021
Sale of Common Stock
(5,072.0)
51.005
12/27/2021
Sale of Common Stock
(18,148.0)
51.005
12/27/2021
Purchase of Forward Contract
23,220.0
51.0574
12/27/2021
Purchase of Common Stock
982.0
54.9298
12/28/2021
Purchase of Common Stock
28,125.0
55.6249
12/28/2021
Purchase of Forward Contract
6,850.0
53.7574
12/28/2021


CUSIP No. 589378108
Sale of Common Stock
(13,890.0)
55.4034
12/29/2021
Purchase of Forward Contract
13,890.0
55.4395
12/29/2021
Purchase of Common Stock
17,125.0
55.3576
12/29/2021
Purchase of Common Stock
712.0
55.86
12/30/2021
Sale of Common Stock
(20,700.0)
55.7334
12/30/2021
Purchase of Forward Contract
20,700.0
55.7862
12/30/2021
Purchase of Common Stock
23,948.0
55.7669
12/30/2021
Sale of Common Stock
(20,607.0)
54.8951
12/31/2021
Purchase of Forward Contract
20,607.0
54.9464
12/31/2021
Sale of Common Stock
(3,928.0)
55.7249
01/03/2022
Sale of Common Stock
(15,695.0)
55.7249
01/03/2022
Purchase of Forward Contract
19,623.0
55.7993
01/03/2022
Purchase of Forward Contract
4,795.0
55.6412
01/04/2022
Purchase of Common Stock
862.0
56.3048
01/05/2022
Purchase of Common Stock
9,364.0
56.018
01/05/2022
Purchase of Common Stock
14,593.0
57.0904
01/06/2022
Purchase of Common Stock
64,507.0
57.524
01/07/2022
Purchase of Common Stock
26,157.0
56.688
01/10/2022
Purchase of Common Stock
9,618.0
56.8095
01/11/2022
Purchase of Common Stock
17,375.0
55.6399
01/12/2022
Purchase of Common Stock
13,900.0
57.1062
01/12/2022
Purchase of Common Stock
400,245.0
50.6946
01/12/2022
Exercise of Forward Contract
(400,245.0)
50.6635
01/12/2022
Purchase of Common Stock
15,429.0
57.3145
01/12/2022
Purchase of Common Stock
13,900.0
58.2419
01/13/2022


CUSIP No. 589378108
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price ($)
Date of
Purchase/Sale
 
STARBOARD VALUE LP
(Through the Starboard Value LP Account)
 
Purchase of Common Stock
1,718.0
51.87
11/17/2021
Purchase of Common Stock
1,197.0
51.8414
11/17/2021
Sale of Common Stock
(12,136.0)
52.2878
11/18/2021
Purchase of Common Stock
724.0
51.958
11/18/2021
Purchase of Common Stock
12,136.0
52.3241
11/18/2021
Sale of Common Stock
(12,136.0)
51.4763
11/19/2021
Purchase of Common Stock
12,136.0
51.516
11/19/2021
Purchase of Common Stock
3,098.0
51.5427
11/19/2021
Purchase of Common Stock
6,050.0
50.547
11/22/2021
Purchase of Common Stock
6,050.0
49.5426
11/23/2021
Sale of Common Stock
(12,132.0)
50.3282
11/24/2021
Purchase of Common Stock
12,132.0
50.4041
11/24/2021
Purchase of Common Stock
9,075.0
49.696
11/26/2021
Purchase of Common Stock
5,203.0
49.5766
11/29/2021
Purchase of Common Stock
12,100.0
48.0831
11/30/2021
Purchase of Common Stock
6,050.0
49.1062
12/01/2021
Purchase of Common Stock
12,132.0
49.0683
12/02/2021
Sale of Common Stock
(12,132.0)
49.0235
12/02/2021
Purchase of Common Stock
5,840.0
48.7722
12/02/2021
Purchase of Common Stock
8,550.0
49.7852
12/03/2021
Sale of Common Stock
(12,130.0)
49.7404
12/03/2021
Purchase of Common Stock
12,130.0
49.8104
12/03/2021
Sale of Common Stock
(18,109.0)
47.9215
12/06/2021
Purchase of Common Stock
18,109.0
47.9413
12/06/2021
Purchase of Common Stock
2,280.0
47.7811
12/06/2021
Purchase of Common Stock
2,850.0
47.1249
12/07/2021
Sale of Common Stock
(18,055.0)
48.2275
12/09/2021
Purchase of Common Stock
18,055.0
48.2787
12/09/2021
Sale of Common Stock
(18,055.0
46.8885
12/13/2021
Purchase of Common Stock
18,055.0)
46.942
12/13/2021
Purchase of Common Stock
2,439.0
46.83
12/14/2021
Purchase of Common Stock
3,227.0
46.9811
12/14/2021
Purchase of Common Stock
2,259.0
47.9096
12/15/2021
Sale of Common Stock
(73,697.0)
48.9875
12/16/2021
Purchase of Common Stock
73,697.0
49.0365
12/16/2021
Purchase of Common Stock
8,550.0
49.8975
12/17/2021
Sale of Common Stock
(2,371.0)
50.4373
12/20/2021
Purchase of Common Stock
2,371.0
50.5365
12/20/2021
Purchase of Common Stock
2,850.0
50.0766
12/20/2021
Sale of Common Stock
(3,256.0)
49.2765
12/22/2021
Purchase of Common Stock
3,256.0
49.3049
12/22/2021
Purchase of Common Stock
2,850.0
49.6442
12/22/2021
Purchase of Common Stock
3,925.0
51.4446
12/23/2021
Sale of Common Stock
(4,446.0)
51.2378
12/23/2021
Purchase of Common Stock
4,446.0
51.2967
12/23/2021
Sale of Common Stock
(6,930.0)
51.005
12/27/2021
Purchase of Common Stock
6,930.0
51.0574
12/27/2021
Purchase of Common Stock
817.0
54.9298
12/28/2021
Purchase of Common Stock
23,403.0
55.6249
12/28/2021


CUSIP No. 589378108
Purchase of Common Stock
5,700.0
53.7574
12/28/2021
Sale of Common Stock
(10,676.0)
55.4034
12/29/2021
Purchase of Common Stock
10,676.0
55.4395
12/29/2021
Purchase of Common Stock
14,250.0
55.3576
12/29/2021
Purchase of Common Stock
593.0
55.86
12/30/2021
Sale of Common Stock
(16,531.0)
55.7334
12/30/2021
Purchase of Common Stock
16,531.0
55.7862
12/30/2021
Purchase of Common Stock
19,927.0
55.7669
12/30/2021
Sale of Common Stock
(16,881.0)
54.8951
12/31/2021
Purchase of Common Stock
16,881.0
54.9464
12/31/2021
Sale of Common Stock
(16,074.0)
55.7249
01/03/2022
Purchase of Common Stock
16,074.0
55.7993
01/03/2022
Purchase of Common Stock
3,990.0
55.6412
01/04/2022
Purchase of Common Stock
726.0
56.3048
01/05/2022
Purchase of Common Stock
7,882.0
56.018
01/05/2022
Purchase of Common Stock
12,284.0
57.0904
01/06/2022
Purchase of Common Stock
54,296.0
57.524
01/07/2022
Purchase of Common Stock
22,017.0
56.688
01/10/2022
Purchase of Common Stock
8,095.0
56.8095
01/11/2022
Purchase of Common Stock
14,625.0
55.6399
01/12/2022
Purchase of Common Stock
11,700.0
57.1062
01/12/2022
Purchase of Common Stock
336,665.0
51.6946
01/12/2022
Exercise of Forward Contract
(336,665.0)
51.6725
01/12/2022
Purchase of Common Stock
12,987.0
57.3145
01/12/2022
Purchase of Common Stock
11,700.0
58.2419
01/13/2022



Mercury Systems (NASDAQ:MRCY)
Historical Stock Chart
From Apr 2022 to May 2022 Click Here for more Mercury Systems Charts.
Mercury Systems (NASDAQ:MRCY)
Historical Stock Chart
From May 2021 to May 2022 Click Here for more Mercury Systems Charts.