--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-25-066329" form_type: "8-K" ticker: null cik: "0001701732" company_name: "Altair Engineering Inc." filed_at: "2025-03-28T23:59:59+00:00" generated_at: "2026-05-24T03:09:24.691832+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.95 calibrated_materiality_score: 0.95 confidence: "high" source: SEC EDGAR --- # Altair Engineering acquired by Siemens for $113/sh ($9.7B); stock delisted ## Summary - Shareholders received $113.00 cash per share; total consideration ~$9.7B. - $230M 1.750% convertible notes due 2027; conversion right adjusted to $1,618.79/$1,576.41 per $1,000 principal. - Credit agreement terminated; only one unsecured letter of credit retained. - Nasdaq listing suspended at March 26, 2025 close; Form 15 to follow for deregistration. - James Scapa (CEO), Matthew Brown (CFO), Stephanie Buckner (COO) replaced by Anthony Hemmelgarn (CEO) and Timo Nentwich (CFO). ## SEC filing metadata - accession: 0001193125-25-066329 - form_type: 8-K - cik: 0001701732 - company_name: Altair Engineering Inc. - filed_at: 2025-03-28T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.95 - calibrated_materiality_score: 0.95 - confidence: high - sec_items: 1.01, 1.02, 2.01, 3.03, 5.01, 5.02, 5.03, 2.04, 3.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/d869190d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-25-066329 - JSON: https://secwatch.observer/filing/0001193125-25-066329.json - Plain text: https://secwatch.observer/filing/0001193125-25-066329.txt ## Key facts - Executive change Matthew Brown departed as Chief Financial Officer at Altair Engineering Inc.. - Action: ceased to serve - Role: Chief Financial Officer source text: In connection with the consummation of the Merger, James R. Scapa, Matthew Brown and Stephanie Buckner ceased to serve as the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, respectively, of the Surviving Corporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Executive change James R. Scapa departed as Chief Executive Officer at Altair Engineering Inc.. - Action: ceased to serve - Role: Chief Executive Officer source text: In connection with the consummation of the Merger, James R. Scapa, Matthew Brown and Stephanie Buckner ceased to serve as the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, respectively, of the Surviving Corporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Executive change Timo Nentwich was appointed as Chief Financial Officer at Altair Engineering Inc.. - Action: appointed - Role: Chief Financial Officer source text: Immediately after the consummation of the Merger, Anthony L. Hemmelgarn and Timo Nentwich have been appointed as the Chief Executive Officer and Chief Financial Officer, respectively, of the Surviving Corporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Executive change Stephanie Buckner departed as Chief Operating Officer at Altair Engineering Inc.. - Action: ceased to serve - Role: Chief Operating Officer source text: In connection with the consummation of the Merger, James R. Scapa, Matthew Brown and Stephanie Buckner ceased to serve as the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, respectively, of the Surviving Corporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Executive change Anthony L. Hemmelgarn was appointed as Chief Executive Officer at Altair Engineering Inc.. - Action: appointed - Role: Chief Executive Officer source text: Immediately after the consummation of the Merger, Anthony L. Hemmelgarn and Timo Nentwich have been appointed as the Chief Executive Officer and Chief Financial Officer, respectively, of the Surviving Corporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Governance Changes Altair Engineering Inc.: Amended and restated certificate of incorporation of surviving corporation (Altair Engineering Inc.) became effective at the merger effective time. - Change: charter amendment source text: Pursuant to the Merger Agreement, at the Effective Time, the certificate of incorporation of the Surviving Corporation was amended and restated and, as so amended and restated, shall be the certificate of incorporation of the Surviving Corporation until further amended in accordance with its terms and applicable law. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - Governance Changes Altair Engineering Inc.: Bylaws of Merger Sub became the bylaws of the surviving corporation (Altair Engineering Inc.) effective at the merger effective time. - Change: bylaw amendment source text: In addition, the bylaws of Merger Sub in effect immediately prior to the Effective Time became the bylaws of the Surviving Corporation (except that references to the name of Merger Sub were replaced by references to the name of the Surviving Corporation) until thereafter amended in accordance with their terms and applicable law. evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm - M&A Transactions Altair Engineering Inc. underwent a change of control involving Siemens Industry Software Inc. for $113.00 in cash (closed 2025-03-26). - Action: change of control - Counterparty: Siemens Industry Software Inc. - Consideration: $113.00 in cash - Closing: 2025-03-26 source text: ctory Note As previously disclosed, on October 30, 2024, Altair Engineering Inc., a Delaware corporation (“ Altair ” or the “ Company ”), entered into an Agreement and Plan of Merger, dated as of October 30, 2024 (the “ Merger Agreement ”), among the Company, Siemens Industry Software Inc., a Delaware corporation (“ Parent ”) and Astra Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1701732/000119312525066329/0001193125-25-066329-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.