ORBCOMM Inc.|4Sep 3, 6:15 AM ET

Eisenberg Marc 4

4 · ORBCOMM Inc. · Filed Sep 3, 2021

Form 4

Period: 2021-09-01

DirectorChief Executive Officer

Transactions

Other
Common Stock
2021-09-01−350,489→ 0 total
Disposition to Issuer
Stock Appreciation Right
2021-09-01$7.97/sh−80,000$637,600→ 0 total
Exercise: $3.53→ Common Stock (80,000 underlying)
Disposition to Issuer
Stock Appreciation Right
2021-09-01$2.92/sh−30,000$87,600→ 0 total
Exercise: $8.58→ Common Stock (30,000 underlying)
Disposition to Issuer
Stock Appreciation Right
2021-09-01$5.58/sh−60,000$334,800→ 0 total
Exercise: $5.92→ Common Stock (60,000 underlying)
Disposition to Issuer
Stock Appreciation Right
2021-09-01$8.76/sh−100,000$876,000→ 0 total
Exercise: $2.74→ Common Stock (100,000 underlying)
Disposition to Issuer
Restricted Stock Unit (Time Vested)
2021-09-01−81,307→ 0 total
Exercise: $0.00→ Common Stock (81,307 underlying)
Disposition to Issuer
Restricted Stock Unit (Performance Vested)
2021-09-01−81,307→ 0 total
Exercise: $0.00→ Common Stock (81,307 underlying)
Disposition to Issuer
Performance Right (Performance Unit Award)
2021-09-01−41,086→ 0 total
Exercise: $0.00→ Common Stock (41,086 underlying)
Disposition to Issuer
Common Stock
2021-09-01−698,316→ 347,827 total
Disposition to Issuer
Stock Appreciation Right
2021-09-01$4.90/sh−75,000$367,500→ 0 total
Exercise: $6.60→ Common Stock (75,000 underlying)
Disposition to Issuer
Stock Appreciation Right
2021-09-01$8.08/sh−34,687$280,271→ 0 total
Exercise: $3.42→ Common Stock (34,687 underlying)

Footnotes (6)

[F1]Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among GI DI Orion Acquisition Inc., a Delaware corporation ("Parent"), GI DI Orion Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent, and ORBCOMM Inc., a Delaware corporation, in exchange for $11.50 per share upon the consummation of the transactions contemplated by the Merger Agreement (the "Merger"). The Merger closed on September 1, 2021.
[F2]In connection with the Merger, these shares were cancelled in exchange for the reporting persons receipt of 4,000,010.5 Class A Common units in an affiliate of Parent.
[F3]Upon consummation of the Merger, each such stock appreciation right was canceled in exchange for a cash payment equal to the difference between $11.50 and the exercise price of the stock appreciation right.
[F4]Upon consummation of the Merger, each time-based restricted stock unit was cancelled in exchange for a cash payment equal to $11.50.
[F5]Upon consummation of the Merger, a number of performance-vesting restricted stock units equal to the "target" level was cancelled in exchange for a cash payment equal to $11.50 and any remaining performance-vesting restricted stock units were cancelled for no consideration.
[F6]Upon consummation of the Merger, these performance unit awards were cancelled in exchange for a cash payment equal to approximately $472,500.

Documents

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