Ryan Michael Kleiboeker, EVP and Chief Strategic Planning Officer of Leggett & Platt Inc, filed a Form 4 on August 27, 2026, disclosing multiple changes in beneficial ownership resulting from the company's merger with Somnigroup International Inc., effective August 26, 2026.
Key Highlights
- Merger closing: Leggett & Platt merged with Somnigroup International Inc. via subsidiary Sparrow Unity Corporation under an Agreement and Plan of Merger dated April 13, 2026.
- Conversion ratio: At the effective time of the merger, each Leggett share was converted into the right to receive 0.1455 shares of Somnigroup common stock, or the cash equivalent, as applicable.
- PSU treatment: Outstanding performance stock units with incomplete performance periods were assumed by Somnigroup and converted at 200% of target into Somnigroup restricted stock units.
- Non-derivative acquisition: Kleiboeker is reported as having deemed-acquired 75,292 shares of Leggett common stock (at $0) representing the portion of assumed PSU awards originally to be settled in shares.
- Post-merger direct ownership: Following the reported transactions, Kleiboeker's direct beneficial ownership of Leggett common stock is reported as zero.
- Cash-settled RSUs: 75,284 cash-settled restricted stock units were acquired and then disposed of at the effective time, converted into Somnigroup RSUs representing a conditional right to receive cash payments, vesting on December 31, 2026, December 31, 2027, and December 31, 2028.
Leggett & Platt Merger Converts Officer's Holdings Into Somnigroup Securities
According to the filing, Leggett & Platt Inc (NYSE:LEG), Somnigroup International Inc, and Somnigroup's wholly owned subsidiary Sparrow Unity Corporation completed a merger on August 26, 2026, under an Agreement and Plan of Merger dated April 13, 2026. At the effective time, Sparrow Unity Corporation merged with and into Leggett & Platt, and all outstanding Leggett securities held by Kleiboeker were cancelled or converted pursuant to the merger agreement's terms.
The filing reports that Kleiboeker's direct holdings of Leggett common stock, along with outstanding restricted stock unit awards and the share-settled portion of assumed PSU awards, were each converted into the right to receive 0.1455 shares of Somnigroup common stock or equivalent Somnigroup RSUs, or cash equivalents. Shares held indirectly through a spouse's IRA (1,000 shares) and shares held in trust under Leggett's retirement plan (877.725 shares) were similarly cancelled and converted at the same 0.1455 ratio. Following these transactions, the filing reports Kleiboeker's beneficial ownership of Leggett common stock as zero in all forms.
For the cash-settled portion of assumed PSU awards, the filing states that 75,284 cash-settled restricted stock units were assumed by Somnigroup and converted into Somnigroup RSUs representing a conditional right to receive a cash payment equal to the closing price of Somnigroup common stock on the applicable vesting date. According to the filing, "Such Somnigroup RSUs will vest on the same schedule as the Assumed PSU Awards, on December 31, 2026, December 31, 2027 and December 31, 2028, respectively, and cash payments therefor will be delivered to the reporting person no later than March 15 following the respective vesting date."
What Was Disclosed
The filing disclosed that all of Ryan Michael Kleiboeker's Leggett & Platt beneficial ownership was converted or cancelled at the August 26, 2026 merger effective time, with securities exchanged into Somnigroup common stock, Somnigroup RSUs, or cash equivalents at a 0.1455 conversion ratio.



Please wait processing your request...