Hannon Lawrence 4
4 · ProSight Global, Inc. · Filed Aug 6, 2021
Insider Transaction Report
Form 4
Hannon Lawrence
DirectorPresident and CEO
Transactions
- Disposition to Issuer
Common Stock
2021-08-04−44,664→ 57,840 total - Disposition to Issuer
Performance-based Restricted Stock Units
2021-08-04−20,714→ 0 total→ Common Stock (20,714 underlying) - Disposition to Issuer
Common Stock
2021-08-04$12.85/sh−117,519$1,510,119→ 102,504 total - Disposition to Issuer
Common Stock
2021-08-04−57,840→ 0 total - Disposition to Issuer
Restricted Stock Units
2021-08-04−333,659→ 20,714 total→ Common Stock (333,659 underlying)
Footnotes (5)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 14, 2021 , by and among ProSight Global, Inc. (the "Issuer"), Pedal Parent, Inc. and Pedal Merger Sub, Inc. providing for the merger of the Issuer and Pedal Merger Sub, Inc. (the "Merger") and, at the effective time of the Merger, each share of the Issuer's common stock was converted into the right to receive $12.85 in cash, without interest and less any required withholding taxes (the "Per Share Merger Consideration"). The Merger was completed on August 4, 2021.
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding vested and unvested award of shares subject to time-based vesting conditions was cancelled and converted into the right to receive an amount in cash, less any required withholding taxes, equal to the product of (A) the number of shares subject to such award multiplied by (B) the Per Share Consideration.
- [F3]Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding vested and unvested award of shares subject to performance-based vesting conditions was cancelled and converted into the right to receive an amount in cash, less any required withholding taxes, equal to the product of (A) the number of shares subject to such award that became vested based on the higher of target performance and actual performance multiplied by (B) the Per Share Consideration.
- [F4]Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding vested and unvested time-vesting restricted stock unit award was cancelled and converted into the right to receive an amount in cash, less any required withholding taxes, equal to the product of (A) the number of shares subject to such award multiplied by (B) the Per Share Consideration.
- [F5]Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding vested and unvested performance-based restricted stock unit award was cancelled and converted into the right to receive an amount in cash, less any required withholding taxes, equal to the product of (A) the number of shares subject to such award that became vested based on the higher of target performance and actual performance multiplied by (B) the Per Share Consideration.