Denny's (DENN) director cashes out in $6.25-per-share merger
Rhea-AI Filing Summary
Denny's Corporation director Mark R. Vondrasek reported transactions tied to the closing of the company’s merger with Sparkle Topco Corp. on January 16, 2026. Immediately before the merger became effective, his common shares were converted into the right to receive $6.25 per share in cash under the merger agreement.
On the same date, a total of 38,697 shares of common stock were acquired through the automatic conversion of deferred stock units and then disposed of for $6.25 per share, leaving him with no remaining common stock. Two blocks of deferred stock units, covering 13,922 and 24,775 share equivalents, were also converted entirely into cash, consistent with the treatment of equity awards at the merger closing.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Deferred Stock Units | 13,922 | $0.00 | -- |
| Exercise | Deferred Stock Units | 24,775 | $0.00 | -- |
| Exercise | Common Stock | 38,697 | $0.00 | -- |
| Disposition | Common Stock | 38,697 | $6.25 | $242K |
Footnotes (1)
- On January 16, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 3, 2025, by and among Denny's Corporation (the "Issuer"), a Delaware corporation, Sparkle Topco Corp., a Delaware corporation (the "Buyer") and Sparkle Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Buyer ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned, indirect subsidiary of Buyer. Immediately prior to the effective time of the Merger (the "Effective Time"), shares of the Issuer's common stock held by the Reporting Person were converted into the right to receive a cash payment equal to the per share merger consideration of $6.25 (the "Merger Consideration"), without interest and subject to applicable withholding taxes. Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted stock unit ("RSUs") award, including deferred stock units ("DSUs"), was cancelled and terminated and converted into a right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product obtained by multiplying (x) the aggregate number of shares of the Issuer's common stock underlying such RSU award by (y) the Merger Consideration. Each DSU represents the equivalent of one share of common stock of the Issuer. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on the first anniversary of the date of grant. These DSUs, which were granted under the Denny's Corporation's respective Omnibus Incentive Plan, vested on January 16, 2026, the closing date of the Merger.
FAQ
What insider activity did DENN director Mark R. Vondrasek report?
Mark R. Vondrasek, a director of Denny's Corporation (DENN), reported the conversion and cash-out of his common stock and deferred stock units on January 16, 2026 in connection with the company’s merger with Sparkle Topco Corp.
What happened to the deferred stock units (DSUs) reported in this DENN Form 4?
Two blocks of deferred stock units, representing 13,922 and 24,775 share equivalents, were automatically converted into cash based on the $6.25 per share merger consideration, leaving 0 DSUs beneficially owned after the transactions.
How is the Denny's merger described in this insider filing?
The filing describes a merger where Sparkle Acquisition Corp. merged with and into Denny's Corporation, with Denny's surviving as an indirect wholly owned subsidiary of Sparkle Topco Corp., and all reported equity awards and shares being converted into cash.
