4//SEC Filing
Hovenier Peter 4
Accession 0001179110-21-006293
CIK 0001169988other
Filed
Jun 1, 8:00 PM ET
Accepted
Jun 2, 8:51 PM ET
Size
15.2 KB
Accession
0001179110-21-006293
Insider Transaction Report
Form 4
Hovenier Peter
Senior VP of Finance
Transactions
- Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−27,871$390,194→ 0 total→ Common Stock (27,871 underlying) - Disposition to Issuer
Common Stock
2021-06-02−390,985→ 0 total - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−6,436$90,104→ 0 total→ Common Stock (6,436 underlying) - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−42,444$594,216→ 0 total→ Common Stock (42,444 underlying) - Disposition to Issuer
Restricted Stock Units
2021-06-02$14.00/sh−98,628$1,380,792→ 0 total→ Common Stock (98,628 underlying)
Footnotes (8)
- [F1]Excludes a total of 3,000 shares previously gifted in non-reportable transactions.
- [F2]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.
- [F3]Each restricted stock unit ("RSU") represented a contingent right to receive one share of the Issuer's common stock.
- [F4]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.
- [F5]Not applicable.
- [F6]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.
- [F7]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.
- [F8]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 0001519357
Filing Metadata
- Form type
- 4
- Filed
- Jun 1, 8:00 PM ET
- Accepted
- Jun 2, 8:51 PM ET
- Size
- 15.2 KB