4//SEC Filing
Chaddha Navin 4
Accession 0000899243-23-001282
CIK 0001825480other
Filed
Jan 8, 7:00 PM ET
Accepted
Jan 9, 4:05 PM ET
Size
8.5 KB
Accession
0000899243-23-001282
Insider Transaction Report
Form 4
Poshmark, Inc.POSH
Chaddha Navin
Director
Transactions
- Disposition to Issuer
Class A Common Stock
2023-01-05$17.90/sh−2,083$37,286→ 0 total - Disposition to Issuer
Restricted Stock Units
2023-01-05−15,324→ 0 total→ Class A Common Stock (15,324 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated October 3, 2022 (the "Merger Agreement"), by and among Poshmark, Inc. ("Issuer"), NAVER Corporation ("Parent"), Proton Parent, Inc. ("Proton Parent"), and Proton Merger Sub, Inc. ("Merger Sub"), on January 5, 2023, Merger Sub merged with and into Issuer, with Issuer surviving the merger as an indirect subsidiary of Parent (such merger and the other transactions contemplated by the Merger Agreement, the "Merger"). At the effective time of the Merger (the "Effective Time"), each then outstanding share of Issuer's Class A common stock was cancelled, extinguished and converted into the right to receive an amount in cash equal to $17.90, without interest (the "Merger Consideration"), subject to applicable withholding taxes.
- [F2]At the Effective Time, each restricted stock unit ("RSU") award that remained unvested and outstanding immediately prior to the Effective Time (an "Unvested Company RSU") was fully accelerated and became a Vested Company RSU pursuant to the Poshmark's Amended and Restated Non-Employee Director Compensation Policy.
- [F3]Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs shall vest in full on the earlier of (i) June 14, 2023 or (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service on the Issuer's Board of Directors.
Documents
Issuer
Poshmark, Inc.
CIK 0001825480
Entity typeother
Related Parties
1- filerCIK 0001405494
Filing Metadata
- Form type
- 4
- Filed
- Jan 8, 7:00 PM ET
- Accepted
- Jan 9, 4:05 PM ET
- Size
- 8.5 KB