PASCAL ANDREW S 4

Accession 0001100555-25-000004

CIK 0001823878other

View on SEC.gov Company Profile

Filed

Feb 20, 7:00 PM ET

Accepted

Feb 21, 5:56 PM ET

Size

24.6 KB

Accession

0001100555-25-000004

Insider Transaction Report

Form 4

Period: 2025-02-19

PLAYSTUDIOS, Inc.MYPS

PASCAL ANDREW S

DirectorChairman and CEO10% Owner

Transactions

Tax Payment
Class A Common Stock
2025-02-19$1.79/sh−231,221$413,886→ 352,113 total
Exercise/Conversion
Restricted Stock Units
2025-02-19−375,000→ 375,000 total
Exercise: $0.00→ Class A Common Stock (375,000 underlying)
Exercise/Conversion
Class A Common Stock
2025-02-19+375,000→ 375,000 total
Exercise/Conversion
Restricted Stock Units
2025-02-19−208,334→ 500,001 total
Exercise: $0.00→ Class A Common Stock (208,334 underlying)
Exercise/Conversion
Class A Common Stock
2025-02-19+208,334→ 583,334 total

Holdings

Class B Common Stock
(indirect: By Trust)
2,913,005
Class B Common Stock
(indirect: By LLC)
9,747,296
Class A Common Stock
(indirect: By LLC)
226,371
Stock Options
Exercise: $1.01From: 2021-04-17Exp: 2027-04-17→ Class B Common Stock (1,864,324 underlying)
1,864,324
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (313,322 underlying)
313,322
Class A Common Stock
(indirect: By Trust)
406,300
Performance Stock Units
Exercise: $0.00→ Class A Common Stock (145,833 underlying)
145,833
Earnout Shares
(indirect: By Trust)
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (416,422 underlying)
416,422
Earnout Shares
(indirect: By LLC)
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (2,296,368 underlying)
2,296,368

Footnotes (10)

[F1]Represents shares of Class A common stock issued upon settlement of fully vested Restricted Stock Units awarded to the Reporting Person on February 22, 2023.
[F10]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, to which the Issuer is a party, and ending no later than the five-year anniversary of the Closing. The Earnout Shares are also subject to potential vesting based on the price targets in connection with a sale of the Issuer.
[F2]Represents shares of Class A Common Stock issued upon settlement of fully vested Restricted Stock Units awarded to the Reporting Person on March 11, 2024.
[F3]Represents the number of shares of Class A Common Stock 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 an open market sale.
[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 of the Issuer. 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]Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
[F6]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 vesting 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.
[F7]On March 11, 2024, the Reporting Person was granted 708,335 Restricted Stock Units, which vest as follows, subject in each case to the Reporting Person's continued employment with the Company through the applicable vesting date: 208,334 Restricted Stock Units vesting on February 15, 2025; 208,334 Restricted Stock Units vesting on February 15, 2026; and 291,667 Restricted Stock Units vesting on February 15, 2027.
[F8]Each Performance Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
[F9]On March 11, 2024, the Reporting Person was granted 145,833 Performance Stock Units. The actual number of shares of Class A Common Stock to be issued upon vesting of such Performance Stock Units will be determined based on, and will be contingent upon, the achievement of certain pre-established performance metrics, as determined by the Compensation Committee of the Company's Board of Directors, for the fiscal year ending December 31, 2024.

Documents

1 file

4
wk-form4_1740178587.xmlPrimary
FORM 4

Issuer

PLAYSTUDIOS, Inc.

CIK 0001823878

→

Entity typeother

Related Parties

filerCIK 0001100555

Filing Metadata

Form type: 4
Filed: Feb 20, 7:00 PM ET
Accepted: Feb 21, 5:56 PM ET
Size: 24.6 KB

View on SEC.gov