secwatch / observer
8-K filed August 22, 2024, 7:59 PM ET CIK 0000876378
M&A confidence high sentiment neutral materiality 0.75

ASENSUS SURGICAL, INC.: M&A transaction — KARL STORZ completes acquisition of Asensus Surgical for $0.35 per share in cash

ASENSUS SURGICAL, INC.

item 2.01item 3.01item 3.03item 5.01item 5.03item 5.02item 8.01item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

Nadim Abi Malhab

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
Sonal Matai and Nadim Abi Malhab, the directors of Merger Sub immediately prior to the Effective Time, became directors of the Company.
Departed

David Milne

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Appointed

Sonal Matai

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
Sonal Matai and Nadim Abi Malhab, the directors of Merger Sub immediately prior to the Effective Time, became directors of the Company.
Departed

Richard Pfenniger

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Departed

William Starling, Jr.

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Departed

Elizabeth Kwo

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Departed

Kevin Hobert

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Departed

Andrea Biffi

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
Departed

Anthony Fernando

Director
ASENSUS SURGICAL, INC.
Effective
2024-08-22
Filed
August 22, 2024, 7:59 PM ET
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 1.0

Nadim Abi Malhab was appointed as Director at ASENSUS SURGICAL, INC..

Action
appointed
Role
Director
Exact text from the filing
Sonal Matai and Nadim Abi Malhab, the directors of Merger Sub immediately prior to the Effective Time, became directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

David Milne resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Sonal Matai was appointed as Director at ASENSUS SURGICAL, INC..

Action
appointed
Role
Director
Exact text from the filing
Sonal Matai and Nadim Abi Malhab, the directors of Merger Sub immediately prior to the Effective Time, became directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Richard Pfenniger resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

William Starling, Jr. resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Elizabeth Kwo resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Kevin Hobert resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Andrea Biffi resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 1.0

Anthony Fernando resigned as Director at ASENSUS SURGICAL, INC..

Action
resigned
Role
Director
Exact text from the filing
each of Anthony Fernando, David Milne, Andrea Biffi, Kevin Hobert, Elizabeth Kwo, Richard Pfenniger and William Starling, Jr., the members of the Board of Directors of the Company (the “Board”), holding these positions immediately prior to the effective time resigned from the Board and from all Board committees on which these directors served.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ASENSUS SURGICAL, INC. underwent a change of control involving KARL STORZ Endoscopy-America, Inc. for $0.35 per share in cash (closed 2024-08-22).

Action
change of control
Counterparty
KARL STORZ Endoscopy-America, Inc.
Consideration
$0.35 per share in cash
Closing
2024-08-22
Exact text from the filing
Time”) as provided in the Merger Agreement: (i) each share of common stock of the Company (the “Common Stock”) then outstanding was converted into the right to receive $0.35 in cash, without interest (the “Merger Consideration”), other than those shares owned by Parent or Merger Sub or the Company (which were cancelled without any consideration); (ii)
View on SEC.gov

20 m&a transactions filed in the last 30 days. Browse all m&a transactions →

Source: SEC EDGAR
accession 0001437749-24-027539
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