KELLY JAMES G 4
4 · EVO Payments, Inc. · Filed Mar 28, 2023
Insider Transaction Report
Form 4
KELLY JAMES G
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
Restricted Stock Units
2023-03-24−38,099→ 0 total→ Class A Common Stock (38,099 underlying) - Disposition to Issuer
Class A Common Stock
2023-03-24−321,489→ 0 total - Disposition to Issuer
Performance Stock Units
2023-03-24−72,739→ 0 total→ Class A Common Stock (72,739 underlying) - Disposition to Issuer
Restricted Stock Units
2023-03-24−23,487→ 0 total→ Class A Common Stock (23,487 underlying) - Disposition to Issuer
Restricted Stock Units
2023-03-24−77,797→ 0 total→ Class A Common Stock (77,797 underlying) - Disposition to Issuer
Performance Stock Units
2023-03-24−58,347→ 0 total→ Class A Common Stock (58,347 underlying) - Disposition to Issuer
Options (right to buy)
2023-03-24−73,213→ 0 totalExercise: $25.28From: 2024-02-28Exp: 2030-02-28→ Class A Common Stock (73,213 underlying) - Disposition to Issuer
Options (right to buy)
2023-03-24−95,799→ 0 totalExercise: $25.46Exp: 2031-02-26→ Class A Common Stock (95,799 underlying)
Footnotes (8)
- [F1]As of the Transaction Date and pursuant to a merger agreement between the Issuer and Global Payments Inc. (the "Merger Agreement"), RSUs were canceled in exchange for a total cash payment of $4,739,022.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $798,558.00 for 23,487 units (which would have vested on the fourth anniversary of 2/28/2020), $1,295,366.00 for 38,099 units, and $2,645,098.00 for 77,797 units (which would have ratably vested on the second and third anniversary of 2/24/2022). Vested shares were also canceled and provided consideration pursuant to the Merger Agreement.
- [F2]As of the Transaction Date and pursuant to the Merger Agreement, PSUs were canceled in exchange for a total cash payment of $4,456,924.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $2,473,126.00 for 72,739 units and $1,983,798.00 for 58,347 units.
- [F3]Upon vesting, restricted stock units and performance stock units convert to shares of Issuer common stock on a one-for-one basis.
- [F4]The RSU grant provided for vesting of 38,099 units on the third anniversary of 2/26/2021.
- [F5]The PSU grant provided for vesting of 72,739 units on 2/24/2025, subject to satisfying additional performance conditions.
- [F6]The PSU grant provided for vesting of 58,347 units on 3/31/2025, subject to satisfying additional performance conditions.
- [F7]The options grant provided for vesting of 95,799 units on the third anniversary of 2/26/2021, subject to satisfying additional performance conditions.
- [F8]As of the Transaction Date and pursuant to the Merger Agreement, option rights were canceled in exchange for a total cash payment of $1,456,540.82, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $638,417.36 for 73,213 units and $818,123.46 for 95,799 units.