4//SEC Filing
Fluegel Bradley M 4
Accession 0000899243-21-002022
CIK 0001447599other
Filed
Jan 13, 7:00 PM ET
Accepted
Jan 14, 4:03 PM ET
Size
8.4 KB
Accession
0000899243-21-002022
Insider Transaction Report
Form 4
FITBIT, INC.FIT
Bradley Fluegel M
Director
Transactions
- Disposition to Issuer
Restricted Stock Units
2021-01-14−23,810→ 0 totalExercise: $0.00→ Class A Common Stock (23,810 underlying) - Disposition to Issuer
Class A Common Stock
2021-01-14−72,699→ 0 total
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated November 1, 2019, by and among the Issuer, Google LLC ("Google"), and Magnoliophyta Inc. (the "Merger Sub"), the Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Google, effective January 14, 2021 (the "Closing Date"). Pursuant to the Merger Agreement, each share of the Issuer's Class A common stock was exchanged for $7.35 in cash (the "Merger Consideration") on the Closing Date.
- [F2]Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration.
- [F3]The RSUs vest on the earliest of (i) the date of the 2021 annual meeting of stockholders (if the Reporting Person does not stand for re-election or is not re-elected at such meeting but provides continuous service to the Board until the date of such meeting), (ii) May 21, 2021, or (iii) immediately prior to the consummation of a change of control event.
- [F4]Pursuant to the Merger Agreement, each RSU held by the Reporting Person (whether vested or unvested) was cancelled and converted on the Closing Date into the right to receive an amount in cash, without interest, equal to the product of (a) the Merger Consideration multiplied by (b) the aggregate number of shares underlying the RSU.
Documents
Issuer
FITBIT, INC.
CIK 0001447599
Entity typeother
Related Parties
1- filerCIK 0001415515
Filing Metadata
- Form type
- 4
- Filed
- Jan 13, 7:00 PM ET
- Accepted
- Jan 14, 4:03 PM ET
- Size
- 8.4 KB