Statement of Changes in Beneficial Ownership (4)
October 07 2022 - 7:11PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Glanvill Derek |
2. Issuer Name and Ticker or Trading Symbol
Infrastructure & Energy Alternatives, Inc.
[
IEA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O INFRASTRUCTURE AND ENERGY ALT., INC., 6325 DIGITAL WAY, SUITE 460 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/5/2022 |
(Street)
INDIANAPOLIS, IN 46278
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.0001 per share | 10/5/2022 | | J(1) | | 19 | A | (1) | 511272 | D | |
Common Stock, par value $0.0001 per share | 10/7/2022 | | D | | 511272 (2) | D | (3) | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On October 5, 2022, the Company issued shares of Common Stock related to Anti-dilution Warrants for Series B Preferred Stock. |
(2) | Reflects disposition of 496,239 of shares of Common Stock and 15,033 restricted stock units ("RSUs"). |
(3) | Pursuant to the Agreement and Plan of Merger by and among the issuer, MasTec, Inc. ("Parent"), and Indigo Acquisition I Corp., a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the issuer (the "Merger") on October 7, 2022 (the "Effective Time"), with the issuer continuing as the surviving corporation in the Merger and becoming a wholly owned subsidiary of Parent. In connection with the Merger, at the Effective Time, each share of Common Stock and each RSU was canceled and converted into the right to receive (a) $10.50 in cash and (b) 0.0483 of a share of Parent common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Glanvill Derek C/O INFRASTRUCTURE AND ENERGY ALT., INC. 6325 DIGITAL WAY, SUITE 460 INDIANAPOLIS, IN 46278 | X |
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Signatures
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/s/ Derek Glanvill | | 10/7/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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