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4//SEC Filing

Caballero Ruben 4

Accession 0001104659-22-038520

CIK 0001579910other

Filed

Mar 27, 8:00 PM ET

Accepted

Mar 28, 11:09 AM ET

Size

16.2 KB

Accession

0001104659-22-038520

Insider Transaction Report

Form 4
Period: 2022-03-28
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2022-03-28$4.50/sh12,711$57,2000 total
    Common Stock (12,711 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2022-03-28$4.50/sh54,054$243,2430 total
    Common Stock (54,054 underlying)
  • Disposition from Tender

    Common Stock

    2022-03-28$4.50/sh154,462$695,0790 total
  • Disposition to Issuer

    Restricted Stock Units

    2022-03-28$4.50/sh19,788$89,0460 total
    Common Stock (19,788 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2022-03-28$4.50/sh20,000$90,0000 total
    Common Stock (20,000 underlying)
Footnotes (5)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock.
  • [F2]In connection with the Agreement and Plan of Merger, dated February 14, 2022, by and among Murata Electronics North America, Inc., PJ Cosmos Acquisition Company, Inc. and Resonant Inc. (the "Merger Agreement"), these restricted stock units, which provided for vesting of 50% of the shares on each of May 10, 2022 and May 10, 2023, were assumed and converted in the merger into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the resignation of holder as a director of Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.
  • [F3]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of the shares on the earlier of (i) the day prior to the second annual meeting of stockholders following the grant and (ii) June 9, 2022, were assumed and converted in the merger into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the resignation of the holder as a director of Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.
  • [F4]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 50% of the shares on the earlier of (i) the day prior to the first annual meeting of stockholders following the grant and (ii) June 8, 2022, and 50% of the shares on the earlier of (i) the day prior to the second annual meeting of stockholders following the grant and (ii) June 8, 2023, were assumed and converted in the merger into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the resignation of the holder as a director of Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.
  • [F5]In connection with the Merger Agreement, these restricted stock units, which provide for vesting of 100% of the shares on December 31, 2022, were assumed and converted in the merger into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger.

Issuer

Resonant Inc

CIK 0001579910

Entity typeother

Related Parties

1
  • filerCIK 0001784388

Filing Metadata

Form type
4
Filed
Mar 27, 8:00 PM ET
Accepted
Mar 28, 11:09 AM ET
Size
16.2 KB