4//SEC Filing
Kalix John W. 4
Accession 0001209191-21-011878
CIK 0001791091other
Filed
Feb 17, 7:00 PM ET
Accepted
Feb 18, 4:39 PM ET
Size
9.8 KB
Accession
0001209191-21-011878
Insider Transaction Report
Form 4
Kalix John W.
DirectorChief Executive Officer
Transactions
- Award
Class A Common Stock
2021-02-16+1,415,093→ 1,415,093 total - Award
Performance-based Restricted Stock Units
2021-02-16+943,396→ 943,396 totalExp: 2024-08-15→ Class A Common Stock (943,396 underlying)
Footnotes (4)
- [F1]Represents restricted stock units (each, an "RSU"), each of which represents a contingent right to receive one share of the Issuer's Class A Common Stock, of which 1/4th will vest on August 15 of each of 2021, 2022, 2023 and 2024, respectively, subject to the continuous service of the Reporting Person on each vesting date. In the event of a prior (x) involuntary termination other than for cause, death or disability, or (y) resignation for good reason, the RSUs will vest on a prorated basis based on the portion that would have vested over the one-year period following such separation. (continued in footnote 2)
- [F2](continued from footnote 1) Notwithstanding the foregoing, the RSUs (including any PRSUs (as defined below) that have converted to time-based vesting) will automatically vest in full in the event of (x) an involuntary termination other than for cause, death or disability or (y) resignation for good reason, in either case within either one month prior to and in connection with, or the twelve months following, a change in control of the Issuer.
- [F3]Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. The PRSUs generally vest in four equal installments on August 15, 2021, and February 15 of each of 2022, 2023 and 2024, respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share closing market price for such tranche for at least 20 trading days during any 30 consecutive day period from the date of grant. (continued in footnote 4)
- [F4](continued from footnote 3) If the applicable performance goals have not been achieved by August 15, 2024, all unvested PRSUs will be forfeited. In the event of a prior (x) involuntary termination other than for cause, death or disability, or (y) resignation for good reason, any PRSUs that have been earned but not vested will automatically vest. Upon a change in control of the Issuer, any unearned and unvested PRSUs will convert to time-based vesting, with the time-based vesting dates being the earliest performance-based vesting dates applicable to each tranche, subject to the continuous service of the Reporting Person on each such vesting date.
Documents
Issuer
SOC Telemed, Inc.
CIK 0001791091
Entity typeother
Related Parties
1- filerCIK 0001829108
Filing Metadata
- Form type
- 4
- Filed
- Feb 17, 7:00 PM ET
- Accepted
- Feb 18, 4:39 PM ET
- Size
- 9.8 KB