4//SEC Filing
Peterson Derek 4
Accession 0001179110-21-006292
CIK 0001169988other
Filed
Jun 1, 8:00 PM ET
Accepted
Jun 2, 8:50 PM ET
Size
15.1 KB
Accession
0001179110-21-006292
Insider Transaction Report
Form 4
Peterson Derek
Senior VP of Engineering
Transactions
- Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−35,016$490,224→ 0 total→ Common Stock (35,016 underlying) - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−4,826$67,564→ 0 total→ Common Stock (4,826 underlying) - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−21,948$307,272→ 0 total→ Common Stock (21,948 underlying) - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−90,479$1,266,706→ 0 total→ Common Stock (90,479 underlying) - Disposition to Issuer
Common Stock
2021-06-02−38,398→ 0 total
Footnotes (7)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger between Issuer, White Sands Parent, Inc., and White Sands Bidco, Inc. (the "Merger Agreement"), whereby, immediately prior to the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were converted into the right to receive $14.00 per share in cash and, when so converted, automatically cancelled.
- [F2]Each restricted stock unit ("RSU") represented a contingent right to receive one share of the Issuer's common stock.
- [F3]The RSU, which provided for vesting and settlement on February 1, 2022, was cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive an initial cash payment equal to the product of $14.00 and the sum of the number of shares of Issuer's Common Stock subject to the RSU less all applicable deductions and withholdings required by Law to be withheld in respect of such payment.
- [F4]Not applicable.
- [F5]The RSU, which provided for vesting and settlement on February 1, 2023 was cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive an initial cash payment equal to the product of $14.00 and the sum of the number of shares of Issuer's Common Stock subject to the RSU less all applicable deductions and withholdings required by Law to be withheld in respect of such payment.
- [F6]The RSU, which provided for vesting and settlement on February 1, 2024, was cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive an initial cash payment equal to the product of $14.00 and the sum of the number of shares of Issuer's Common Stock subject to the RSU less all applicable deductions and withholdings required by Law to be withheld in respect of such payment.
- [F7]The RSU, which represents performance-based grants which vested immediately prior to the Effective Time, was cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive an initial cash payment equal to the product of $14.00 and the sum of the number of shares of Issuer's Common Stock subject to the RSU less all applicable deductions and withholdings required by Law to be withheld in respect of such payment.
Documents
Issuer
BOINGO WIRELESS, INC.
CIK 0001169988
Entity typeother
Related Parties
1- filerCIK 0001570558
Filing Metadata
- Form type
- 4
- Filed
- Jun 1, 8:00 PM ET
- Accepted
- Jun 2, 8:50 PM ET
- Size
- 15.1 KB