4//SEC Filing
Scrimshaw Jon 4
Accession 0000950170-24-112563
CIK 0001835681other
Filed
Oct 2, 8:00 PM ET
Accepted
Oct 3, 5:43 PM ET
Size
6.3 KB
Accession
0000950170-24-112563
Insider Transaction Report
Form 4
Scrimshaw Jon
Chief Accounting Officer
Transactions
- Disposition to Issuer
Class A Common Stock
2024-10-01$22.80/sh−95,694$2,181,823→ 0 total
Footnotes (2)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated June 6, 2024, by and among the Issuer, BCPE Polymath Merger Sub, Inc. ("Merger Sub") and BCPE Polymath Buyer, Inc. ("Parent"), Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Parent, and at the time of the Merger (the "Effective Time") each issued and outstanding share of the Issuer's Class A common stock, par value $0.0001 per share (the "Class A Common Stock") owned by the reporting person was cancelled and converted into the right to receive $22.80 per share in cash without interest (the "Per Share Price").
- [F2]Includes unvested restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) the Per Share Price and (b) the number of shares of Class A Common Stock subject to such RSUs as of immediately prior to the Effective Time (the "Cash Replacement RSU Amounts"). The Cash Replacement RSU Amounts will, subject to the Reporting Person's continued service through the applicable vesting dates, vest and be payable at the time when the RSU awards for which the Cash Replacement RSU Amounts were exchanged would have vested pursuant to the terms thereof.
Documents
Issuer
POWERSCHOOL HOLDINGS, INC.
CIK 0001835681
Entity typeother
Related Parties
1- filerCIK 0002016609
Filing Metadata
- Form type
- 4
- Filed
- Oct 2, 8:00 PM ET
- Accepted
- Oct 3, 5:43 PM ET
- Size
- 6.3 KB