SEC Form 4 · accession 0001104659-17-013176

Daseke, Inc. · DSKE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Don R Daseke

Officer — CEO and President · Director · 10% Owner

Walden Group, Inc.

10% Owner

Period of report

Feb 27, 2017

Accepted (ET)

Mar 1, 2017 · 8:51 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001642453

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 27, 2017	A	1,308,795	—	A	1,308,795	D
Common Stock^F1,F2	Feb 27, 2017	A	13,757,629	—	A	13,757,629	I	By The Walden Group, Inc.
Common Stock^F1,F3	Feb 27, 2017	A	28,841	—	A	28,841	I	By spouse

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F4	$9.98	Feb 27, 2017	A	130,000	A	—	Feb 27, 2027	Common Stock	130,000	130,000	D

Explanation of responses

F1Received pursuant to the Agreement and Plan of Merger, dated December 22, 2016 (the "Merger Agreement"), among the issuer, Daseke Companies, Inc. (f/k/a Daseke, Inc. and referred to herein as "Old Daseke"), a wholly owned subsidiary of the issuer and the Stockholder Representative (as defined therein). At the Effective Time (as defined in the Merger Agreement), each share of Old Daseke common stock issued and outstanding immediately prior to the Effective Time was automatically converted into the right to receive 144.204 shares of the issuer's common stock (rounded to the nearest whole share), upon the terms and subject to the conditions set forth in the Merger Agreement. The closing price of the issuer's common stock was $10.22 per share on the effective date of the merger.
F2Held of record by The Walden Group, Inc. Mr. Daseke is the President and majority stockholder of The Walden Group, Inc. and therefore may be deemed to beneficially own all of the shares held of record thereby; however, Mr. Daseke disclaims beneficial ownership of the shares held of record by The Walden Group, Inc. except to the extent of his pecuniary interest therein.
F3Held of record by Mr. Daseke's spouse. Mr. Daseke may be deemed to beneficially own all of the shares held of record by his spouse; however, Mr. Daseke disclaims beneficial ownership of the shares held of record by his spouse except to the extent of his pecuniary interest therein.
F4The option vests in five equal annual installments beginning on February 27, 2018.