ANTHONY PAUL THOMAS 4
4 · CYNERGISTEK, INC · Filed Sep 1, 2022
Insider Transaction Report
Form 4
CYNERGISTEK, INCCTEK
ANTHONY PAUL THOMAS
CHIEF FINANCIAL OFFICER
Transactions
- Award
Common Stock
2022-09-01+70,000→ 327,277 total - Disposition to Issuer
Employee stock option (right to buy)
2022-09-01−25,000→ 0 totalExercise: $3.00Exp: 2026-02-03→ Common Stock (25,000 underlying) - Disposition to Issuer
Warrant
2022-09-01−25,000→ 0 totalExercise: $3.03Exp: 2023-01-16→ Common Stock (25,000 underlying) - Disposition to Issuer
Common Stock
2022-09-01−327,277→ 0 total
Footnotes (4)
- [F1]Represents accelerated vesting and settlement of restricted stock units (RSUs) pursuant to the Merger Agreement (as defined below).
- [F2]Disposed of pursuant to an Agreement and Plan of Merger, dated as of May 23, 2022 (the "Merger Agreement") by and among the Issuer, Clearwater Compliance LLC, a Tennessee limited liability company (the "Parent"), and Clearwater Compliance Acquisition Company I, a Delaware corporation and a wholly owned subsidiary of the Parent (the "Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. Each share of common stock exchanged in the Merger will receive cash of $1.25 per share.
- [F3]Pursuant to the terms of the Merger Agreement, this option, which fully vested on February 3, 2019, was canceled for no consideration at the effective time of the Merger because its exercise price exceeded the per share merger consideration of $1.25 per share.
- [F4]Pursuant to the terms of the Merger Agreement, this warrant, which was fully vested as of the effective time of the Merger, was canceled for no consideration at the effective time of the Merger.