M&A - WEIS MARKETS INC

Form Type: SCHEDULE 13D/A

Filing Date: 2025-06-09

Corporate Action: Acquisition

Type: Update

Accession Number: 000166046425000003

Filing Summary: This document is an Amendment No. 1 to Schedule 13D originally filed on February 9, 2016, by Jennifer Weis. It reports the beneficial ownership of shares of Common Stock of Weis Markets Inc. As of the filing date, the Reporting Person beneficially owned a total of 1,281,006 shares, which amounts to approximately 5.2% of the total outstanding shares. The total outstanding shares were reported to be 26,898,443 as of May 8, 2025, which is less the 2,153,846 shares repurchased by the Company on June 6, 2025. The document also details a group of shareholders acting together, which may be deemed to beneficially own 15,275,312 shares or approximately 61.7% of the outstanding shares. Furthermore, the Reporting Person has not engaged in any transactions involving Common Stock in the past 60 days.

Form Type: 8-K

Filing Date: 2025-06-06

Corporate Action: Acquisition

Type: New

Accession Number: 000010541825000032

Filing Summary: On June 6, 2025, Weis Markets, Inc. announced the acquisition of 2,153,846 shares of its common stock from trusts established for the late Patricia G. Ross Weis for approximately $65.00 per share, totaling $140 million in cash. The acquisition was executed via a Share Purchase Agreement, which was approved by a Special Committee of independent directors who recommended the deal after evaluating its fairness. Jonathan H. Weis, the company's CEO, has an interest in the trusts involved. The transaction does not alter the existing share repurchase plan established in 2004, and funding came from the company's available cash and sale of marketable securities. A press release regarding the acquisition was issued and is included in the filing as Exhibit 99.1.