Home/Filings/4/0001179110-21-006294
4//SEC Filing

Zeto Michael J. III 4

Accession 0001179110-21-006294

CIK 0001169988other

Filed

Jun 1, 8:00 PM ET

Accepted

Jun 2, 8:55 PM ET

Size

12.6 KB

Accession

0001179110-21-006294

Insider Transaction Report

Form 4
Period: 2021-06-02
Zeto Michael J. III
SVP Strategy & Emerging Bus.
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2021-06-02$14.00/sh31,125$435,7500 total
    Common Stock (31,125 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2021-06-02$14.00/sh14,891$208,4740 total
    Common Stock (14,891 underlying)
  • Disposition to Issuer

    Common Stock

    2021-06-027,5870 total
  • Disposition to Issuer

    Restricted Stock Units

    2021-06-02$14.00/sh54,808$767,3120 total
    Common Stock (54,808 underlying)
Footnotes (6)
  • [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, 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
  • [F4]Not applicable.
  • [F5]The RSU, which provided for vesting and settlement on April 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 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.

Issuer

BOINGO WIRELESS, INC.

CIK 0001169988

Entity typeother

Related Parties

1
  • filerCIK 0001859814

Filing Metadata

Form type
4
Filed
Jun 1, 8:00 PM ET
Accepted
Jun 2, 8:55 PM ET
Size
12.6 KB