GRIMSTAD CARL A 4
4 · Waitr Holdings Inc. · Filed Apr 27, 2021
Insider Transaction Report
Form 4
GRIMSTAD CARL A
DirectorChief Executive Officer
Transactions
- Award
Restricted Stock Units
2021-04-23+3,500,000→ 3,500,000 total→ Common Stock (3,500,000 underlying)
Holdings
- 3,134,325
Restricted Stock Units
→ Common Stock (3,134,325 underlying) - 1
Option
Exercise: $0.37Exp: 2025-01-03→ Common Stock (9,572,397 underlying)
Footnotes (3)
- [F1]The Reporting Person's right to purchase the shares of Waitr Holdings Inc.'s (the "Company") common stock, par value $0.0001 per share, generally vests and becomes exercisable as follows: (i) one-half (1/2) of the Option vested and became exercisable on January 3, 2021 and (ii) one-half (1/2) of the Option shall vest and become exercisable on January 3, 2022, provided that the Reporting Person's employment agreement has not been previously terminated; provided further, that, the Option shall fully vest upon the date of termination of the employment agreement by the Reporting Person for Good Reason (as defined therein) or by the Company for reason other than Misconduct ( as defined therein). This Option was previously granted and reported on a Form 4 filed with the SEC on January 6, 2020.
- [F2]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock of the Company. The RSUs shall vest upon the consummation of a Corporate Change (as defined in the Reporting Person's employment agreement), provided that the employment agreement has not been previously terminated; provided further, that, the RSUs shall fully vest upon the date of termination of the employment agreement by the Reporting Person for Good Reason (as defined therein) or by the Company for reason other than Misconduct (as defined therein).
- [F3]Each RSU represents a contingent right to receive one share of common stock of the Company. The RSUs shall vest in three (3) equal installments on the first, second and third anniversaries of January 3, 2022, subject to the Reporting Person's continued employment through the applicable vesting date; provided further, that, the RSUs shall fully vest upon (i) a Corporate Change (as defined in the Reporting Person's employment agreement), subject to the Reporting Person's continued employment through the closing of such Corporate Change, (ii) termination by the Reporting Person of the employment agreement for Good Reason (as defined therein), or (iii) termination by the Company of the employment agreement for other than Misconduct (as defined therein).