Shull David M 4
4 · PLANTRONICS INC /CA/ · Filed Aug 31, 2022
Insider Transaction Report
Form 4
Shull David M
DirectorPRESIDENT AND CEO
Transactions
- Disposition to Issuer
COMMON STOCK
2022-08-29$40.00/sh−88,849$3,553,960→ 0 total - Award
COMMON STOCK
2022-08-29+97,123→ 194,246 total - Disposition to Issuer
COMMON STOCK
2022-08-29$40.00/sh−545,803$21,832,120→ 0 total - Award
COMMON STOCK
2022-08-29+545,803→ 0 total - Disposition to Issuer
COMMON STOCK
2022-08-29$40.00/sh−319,562$12,782,480→ 0 total - Award
COMMON STOCK
2022-08-29+97,122→ 388,490 total
Footnotes (6)
- [F1]Represents shares of the Issuer's common stock that were disposed of in connection with the merger of Prism Subsidiary Corp. with and into the Issuer (the "Merger") pursuant to an Agreement and Plan of Merger ("Merger Agreement"), dated as of March 25, 2022, by and among the Issuer, HP Inc. ("HP") and Prism Subsidiary Corp. At the effective time of the Merger, each share of the Issuer's common stock was cancelled and converted into the right to receive $40.00 in cash.
- [F2]Represents restricted stock units ("RSUs"). At the effective time of the Merger, each outstanding RSU (excluding RSUs granted on or after March 25, 2022, and on or prior to the effective time of the Merger ("Interim RSUs")) was cancelled and converted into a right to receive $40.00 in cash for each outstanding RSU.
- [F3]Represents the vesting of performance-based RSUs ("PSUs").
- [F4]At the effective time of the Merger, each outstanding PSU (excluding PSUs granted on or after March 25, 2022, and on or prior to the effective time of the Merger ("Interim PSUs")) was cancelled and converted into a right to receive $40.00 in cash, as provided in the Merger Agreement.
- [F5]At the effective time of the Merger, each Interim RSU was converted into the right to acquire a number of shares of HP common stock calculated by multiplying (i) the number of shares of the Issuer's common stock that would be issuable under such Interim RSU immediately prior to the effective time of the Merger by (ii) the exchange ratio, as defined in the Merger Agreement.
- [F6]At the effective time of the Merger, each Interim PSU was cancelled and exchanged for an Interim RSU in the manner provided in the Merger Agreement, which Interim RSU was treated at the effective time of the Merger as described in footnote 5 above.