4//SEC Filing
INGRAM WILLIAM 4
Accession 0001209191-22-054087
CIK 0001348036other
Filed
Oct 18, 8:00 PM ET
Accepted
Oct 19, 5:14 PM ET
Size
14.2 KB
Accession
0001209191-22-054087
Insider Transaction Report
Form 4
AVALARA, INC.AVLR
INGRAM WILLIAM
See Remarks
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2022-10-19$79.66/sh−1,797$143,149→ 0 totalExercise: $13.84Exp: 2027-02-09→ Common Stock (1,797 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-10-19$76.90/sh−11,440$879,736→ 0 totalExercise: $16.60Exp: 2028-01-23→ Common Stock (11,440 underlying) - Disposition to Issuer
Common Stock
2022-10-19$93.50/sh−5,576$521,356→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2022-10-19$53.74/sh−96,451$5,183,277→ 0 totalExercise: $39.76Exp: 2029-01-28→ Common Stock (96,451 underlying)
Footnotes (5)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of August 8, 2022, by and among the Issuer, Lava Intermediate, Inc. and Lava Merger Sub, Inc., pursuant to which the outstanding shares of the Issuer's Common Stock (other than certain excluded shares) were converted into the right to receive, without interest, the cash merger consideration of $93.50 per share. Amount includes 2,254 restricted stock units held by the Reporting Person whose acquisition was previously reported in Table I that became fully vested immediately prior to the effective time of the merger and thereafter were cancelled and converted into the right to receive, without interest, $93.50 per share.
- [F2]Pursuant to the Merger Agreement, immediately prior to the effective time of the merger, the option was cancelled and converted into the right to receive, without interest, the cash merger consideration of $93.50 for each share subject to the option (whether vested or unvested), less the per share exercise price and applicable withholding taxes. Options held by the Reporting Person with exercise prices greater than $93.50 per share were cancelled without the payment of any consideration therefor. The disposition of such options is not reported.
- [F3]The option originally provided that 25% of the total shares subject to the option vested and became exercisable on January 1, 2018, and 1/48th of the total shares subject to the option vested and became exercisable monthly thereafter such that the option was fully vested and exercisable on January 1, 2021. The option was converted into the right to receive the merger consideration with respect to the entire option as set forth in footnote 2.
- [F4]The option originally provided that 25% of the total shares subject to the option vested and became exercisable on January 1, 2019, and 1/48th of the total shares subject to the option vested and became exercisable monthly thereafter such that the option was fully vested and exercisable on January 1, 2022. The option was converted into the right to receive the merger consideration with respect to the entire option as set forth in footnote 2.
- [F5]The option, which originally provided that 25% of the total shares subject to the option vested and became exercisable on January 1, 2020, and 1/48th of the total shares subject to the option vested and became exercisable monthly thereafter, was converted into the right to receive the merger consideration with respect to the entire option as set forth in footnote 2.
Documents
Issuer
AVALARA, INC.
CIK 0001348036
Entity typeother
Related Parties
1- filerCIK 0001269473
Filing Metadata
- Form type
- 4
- Filed
- Oct 18, 8:00 PM ET
- Accepted
- Oct 19, 5:14 PM ET
- Size
- 14.2 KB