LOGUE GEORGE A 4
4 · ROSETTA STONE INC · Filed Oct 16, 2020
Insider Transaction Report
Form 4
LOGUE GEORGE A
Director
Transactions
- Disposition to Issuer
Restricted Stock Unit
2020-10-15−15,068→ 0 total→ Common Stock (15,068 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−1,692→ 0 totalExercise: $13.72Exp: 2028-03-05→ Common Stock (1,692 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−7,278→ 0 totalExercise: $17.11Exp: 2030-06-11→ Common Stock (7,278 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−5,076→ 0 totalExercise: $25.66Exp: 2029-05-20→ Common Stock (5,076 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−7,364→ 0 totalExercise: $16.12Exp: 2028-06-18→ Common Stock (7,364 underlying) - Disposition to Issuer
Common Stock
2020-10-15$30.00/sh−3,600$108,000→ 0 total
Footnotes (4)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the Reporting Person was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.
- [F2]Each restricted stock unit ("RSU") represents the right to receive one share of Common Stock.
- [F3]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time (as defined in the Merger Agreement), each RSU, whether vested or unvested, that was outstanding vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such RSU, an amount (subject to any applicable withholding tax) in cash equal to $30.00.
- [F4]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.