4//SEC Filing
PASCAL ANDREW S 4
Accession 0001100555-24-000002
CIK 0001823878other
Filed
Feb 19, 7:00 PM ET
Accepted
Feb 20, 5:08 PM ET
Size
18.4 KB
Accession
0001100555-24-000002
Insider Transaction Report
Form 4
PASCAL ANDREW S
DirectorChairman and CEO10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
2024-02-15+375,000→ 375,000 total - Tax Payment
Class A Common Stock
2024-02-15$2.38/sh−148,629$353,737→ 226,371 total - Exercise/Conversion
Restricted Stock Units
2024-02-15−375,000→ 750,000 totalExercise: $0.00→ Class A Common Stock (375,000 underlying)
Holdings
- 327,469
Class B Common Stock
- 2,913,005(indirect: By Trust)
Class B Common Stock
- 9,419,827(indirect: By LLC)
Class B Common Stock
- 406,300(indirect: By Trust)
Class A Common Stock
- 1,864,324
Stock Options
Exercise: $1.01From: 2021-04-17Exp: 2027-04-17→ Class B Common Stock (1,864,324 underlying) - 416,422(indirect: By Trust)
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (416,422 underlying) - 2,296,368(indirect: By LLC)
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (2,296,368 underlying) - 313,322
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (313,322 underlying)
Footnotes (5)
- [F1]On February 22, 2023, the Reporting Person was granted 1,125,000 unvested Restricted Stock Units, which vest in three equal installments, with one-third vested on February 15, 2024, one-third vesting on February 15, 2025, and one-third vesting on February 15, 2026, subject in each case to continued employment with the Company through the applicable vesting date.
- [F2]Represents the number of shares of Class A common stock, $0.0001 par value per share ("Class A Common Stock"), of the Issuer that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the net settlement of Restricted Stock Units and does not represent a sale.
- [F3]Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
- [F4]Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Upon transfer, each share of Class B Common Stock will convert into a share of Class A Common Stock, subject to certain limited exceptions. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights (noted above) and voting rights. Each share of Class B Common Stock is entitled to twenty votes per share, whereas each share of Class A Common Stock is entitled to one vote per share.
- [F5]Payable in two equal tranches if the closing price of the Class A Common Stock exceeds $12.50 and $15.00 per share, respectively, for any 20 trading days within any 30-trading day period commencing on or after the 150th day following the closing (the "Closing") of the business combination pursuant to the Agreement and Plan of Merger, dated as of February 1, 2021, by and among Acies Acquisition Corp., Catalyst Merger Sub I, Inc., Catalyst Merger Sub II, LLC, and Old PLAYSTUDIOS, and ending no later than the five-year anniversary of the Closing. Earnout Shares are also subject to potential vesting in connection with a sale of the Issuer.
Documents
Issuer
PLAYSTUDIOS, Inc.
CIK 0001823878
Entity typeother
Related Parties
1- filerCIK 0001100555
Filing Metadata
- Form type
- 4
- Filed
- Feb 19, 7:00 PM ET
- Accepted
- Feb 20, 5:08 PM ET
- Size
- 18.4 KB