4//SEC Filing
PASCAL ANDREW S 4
Accession 0001100555-25-000006
CIK 0001823878other
Filed
Mar 10, 8:00 PM ET
Accepted
Mar 11, 6:23 PM ET
Size
22.3 KB
Accession
0001100555-25-000006
Insider Transaction Report
Form 4
PASCAL ANDREW S
DirectorChairman and CEO10% Owner
Transactions
- Award
Restricted Stock Units
2025-03-07+1,000,000→ 1,000,000 totalExercise: $0.00→ Class A Common Stock (1,000,000 underlying) - Award
Performance Stock Units
2025-03-07+625,000→ 625,000 totalExercise: $0.00→ Class A Common Stock (625,000 underlying)
Holdings
- 352,113
Class A Common Stock
- 2,913,005(indirect: By Trust)
Class B Common Stock
- 375,000
Restricted Stock Units
Exercise: $0.00→ Class A Common Stock (375,000 underlying) - 500,001
Restricted Stock Units
Exercise: $0.00→ Class A Common Stock (500,001 underlying) - 9,747,296(indirect: By LLC)
Class B Common Stock
- 416,422(indirect: By Trust)
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (416,422 underlying) - 313,322
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (313,322 underlying) - 226,371(indirect: By LLC)
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) - 2,296,368(indirect: By LLC)
Earnout Shares
Exercise: $0.00Exp: 2026-06-21→ Class B Common Stock (2,296,368 underlying) - 406,300(indirect: By Trust)
Class A Common Stock
Footnotes (7)
- [F1]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, par value $0.0001 per share, 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 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.
- [F2]Represents a grant of unvested Restricted Stock Units. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock. The Restricted Stock Units are scheduled to vest as follows, subject in each case to the Reporting Person's continued employment with the Company through the applicable vesting date: 41,666 Restricted Stock Units vesting on January 15, 2026; 333,334 Restricted Stock Units vesting on January 15, 2027; and 625,000 Restricted Stock Units vesting on January 15, 2028.
- [F3]Represents a grant of unvested Performance Stock Units. Each Performance Stock Unit represents the contingent right to receive, upon vesting and settlement, up to one share of Class A Common Stock. 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, 2025.
- [F4]Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
- [F5]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 the Reporting Person's continued employment with the Company through the applicable vesting date.
- [F6]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.
- [F7]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 (the earnout consideration will also vest based on the price targets 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
- Mar 10, 8:00 PM ET
- Accepted
- Mar 11, 6:23 PM ET
- Size
- 22.3 KB