PEO Insperity adopts limited duration shareholder rights plan


Professional employer organization Insperity Inc. (NYSE: NSP) announced that it has adopted a limited duration Stockholder Rights Plan effective May 21.

The adoption of the plan, which expires May 20, 2021, is limited in focus and is not in response to any specific effort to acquire or influence control of the company, Insperity stated.

The rights will generally become exercisable only if a person or group of persons acquires beneficial ownership of 10% or more of the company’s outstanding common stock — 20% or more in the case of certain eligible passive investors. Any stockholder or group that currently has beneficial ownership of more than 10% is grandfathered in, but may not acquire additional shares constituting 1% or more of the then outstanding shares of the company’s common stock without triggering the rights plan.

If the rights become exercisable, each holder of rights — other than the person or group triggering the rights plan — will be entitled to acquire shares of common stock at a 50% discount or the company may exchange each right held by such holders for one share of common stock.

“In light of the significant market disruption caused by the Covid-19 pandemic and other macroeconomic factors, and the resulting decline in the market price of the company’s common stock, the rights plan is designed to protect the interests of its stockholders by reducing the likelihood of any person or group from obtaining effective control of the company without paying a fair control premium or from effectively blocking strategic actions that may be beneficial to all stockholders,” the company stated.