4//SEC Filing
LaPenta Robert V Jr 4
Accession 0001209191-21-053954
CIK 0001777946other
Filed
Aug 29, 8:00 PM ET
Accepted
Aug 30, 7:37 PM ET
Size
16.3 KB
Accession
0001209191-21-053954
Insider Transaction Report
Form 4
IronNet, Inc.IRNT
LaPenta Robert V Jr
EVP & Chief Financial Officer
Transactions
- Conversion
Common Stock
2021-08-26+2,904,375→ 2,904,375 total(indirect: By LLC) - Disposition to Issuer
Class B Common Stock
2021-08-26−1,078,125→ 2,904,375 total(indirect: By LLC)→ Class A Common Stock (1,078,125 underlying) - Award
Common Stock
2021-08-26$10.00/sh+566,000$5,660,000→ 3,470,375 total(indirect: By LLC) - Other
Class B Common Stock
2021-08-25−330,000→ 3,982,500 total(indirect: By LLC)→ Class A Common Stock (330,000 underlying) - Conversion
Class B Common Stock
2021-08-26−2,904,375→ 0 total(indirect: By LLC)→ Common Stock (2,904,375 underlying)
Footnotes (5)
- [F1]The Class B Common Stock automatically converted into the same number of shares of Class A Common Stock on August 26, 2021 pursuant to the Agreement and Plan of Reorganization and Merger, dated as of March 15, 2021, as amended by Amendment No. 1 to Agreement and Plan of Reorganization and Merger, dated as of August 6, 2021 (as so amended, the "Merger Agreement"), by and among LGL Systems Acquisition Corp. ("LGL"), LGL Systems Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of LGL, and IronNet Cybersecurity, Inc., a Delaware corporation (the "Business Combination"). The Class B Common Stock had no expiration date. Upon the closing of the Business Combination, the Class A Common Stock was renamed Common Stock.
- [F2]The shares are owned directly by LGL Systems Acquisition Holding Company, LLC ("LGL Acquisition Holding"). LGL Systems Nevada Management Partners LLC is the managing member of LGL Acquisition Holding. The Reporting Person is a manager of LGL Systems Nevada Management Partners LLC and is one of five people to have approved actions of LGL Acquisition Holding. Each manager has one vote, and the approval of three of the five managers is required for approval of an action of LGL Acquisition Holding. The Reporting Person disclaims beneficial ownership of the securities held by LGL Acquisition Holding, except to the extent of his pecuniary interest therein.
- [F3]The Class B Common Stock was convertible into Class A Common Stock at anytime and automatically converted into Class A Common Stock at the time of the Business Combination on a one-for-one basis, subject to adjustment. The Class B Common Stock had no expiration date.
- [F4]These shares were distributed by the holder to certain of its members on a pro rata basis for no consideration.
- [F5]Under the terms of the Merger Agreement, immediately prior to the closing of the Business Combination, LGL Acquisition Holding surrendered and forfeited these shares to LGL for no consideration. From and after such time, the shares were deemed to be cancelled and no longer outstanding.
Documents
Issuer
IronNet, Inc.
CIK 0001777946
Entity typeother
Related Parties
1- filerCIK 0001543405
Filing Metadata
- Form type
- 4
- Filed
- Aug 29, 8:00 PM ET
- Accepted
- Aug 30, 7:37 PM ET
- Size
- 16.3 KB