4//SEC Filing
Fenzi Neal 4
Accession 0001104659-22-038522
CIK 0001579910other
Filed
Mar 27, 8:00 PM ET
Accepted
Mar 28, 11:10 AM ET
Size
28.0 KB
Accession
0001104659-22-038522
Insider Transaction Report
Form 4
Resonant IncRESN
Fenzi Neal
VP of Engineering
Transactions
- Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−50,036$225,162→ 0 total→ Common Stock (50,036 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2022-03-28−30,000→ 0 totalExercise: $1.95Exp: 2026-02-25→ Common Stock (30,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2022-03-28−25,146→ 0 totalExercise: $4.36Exp: 2027-02-02→ Common Stock (25,146 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2022-03-28−5,133→ 0 totalExercise: $4.51Exp: 2027-08-07→ Common Stock (5,133 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−31,914$143,613→ 0 total→ Common Stock (31,914 underlying) - Disposition from Tender
Common Stock
2022-03-28$4.50/sh−584,730$2,631,285→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2022-03-28−4,752→ 0 totalExercise: $4.62Exp: 2027-11-06→ Common Stock (4,752 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−6,057$27,257→ 0 total→ Common Stock (6,057 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−18,860$84,870→ 0 total→ Common Stock (18,860 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−12,500$56,250→ 0 total→ Common Stock (12,500 underlying)
Footnotes (8)
- [F1]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"), this stock option, which is fully vested, was assumed and converted into a right of the holder to receive, no later than the first payroll date that occurs at least five business days after the closing of the merger, an amount in cash equal to the excess of the per share merger consideration of $4.50 over the exercise price per share of the common stock subject to the stock option multiplied by the total number of shares of common stock subject to such stock option immediately prior to the merger.
- [F2]In connection with the Merger Agreement, this stock option, which is fully vested, was cancelled in the merger.
- [F3]Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock.
- [F4]In connection with the Merger Agreement, these restricted stock units, which provide for vesting on December 1, 2022, were assumed and converted 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. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F5]In connection with the Merger Agreement, these restricted stock units, which provide for vesting of 9,430 shares on each of December 1, 2022 and December 1, 2023, were assumed and converted 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. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F6]In connection with the Merger Agreement, these restricted stock units, which provide for vesting of 10,638 shares on each of December 1, 2022, December 1, 2023, and December 1, 2024, were assumed and converted 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. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F7]In connection with the Merger Agreement, these restricted stock units, which provide for vesting of 6,250 shares on each of December 1, 2022 and December 1, 2023, were assumed and converted 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. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F8]In connection with the Merger Agreement, these restricted stock units, which provide for vesting of 12,509 shares on each of December 1, 2022, December 1, 2023, December 1, 2024, and December 1, 2025, were assumed and converted 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. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
Documents
Issuer
Resonant Inc
CIK 0001579910
Entity typeother
Related Parties
1- filerCIK 0001607240
Filing Metadata
- Form type
- 4
- Filed
- Mar 27, 8:00 PM ET
- Accepted
- Mar 28, 11:10 AM ET
- Size
- 28.0 KB