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4//SEC Filing

MCFARLAND KATHARINA G. 4

Accession 0001415889-24-017604

CIK 0001715768other

Filed

Jun 19, 8:00 PM ET

Accepted

Jun 20, 4:05 PM ET

Size

8.4 KB

Accession

0001415889-24-017604

Insider Transaction Report

Form 4
Period: 2024-06-20
Transactions
  • Disposition to Issuer

    Stock Option (right to buy)

    2024-06-2055,0000 total
    Exercise: $6.50Exp: 2031-02-23Common Stock (55,000 underlying)
  • Disposition to Issuer

    Common Stock

    2024-06-2081,3230 total
Footnotes (4)
  • [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 10, 2024, by and among Transphorm, Inc. (the "Issuer"), Renesas Electronics America Inc. ("Parent"), Travis Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), and Renesas Electronics Corporation, Merger Sub merged with and into the Issuer (the "Merger"), with Issuer surviving the Merger and becoming a wholly owned subsidiary of Parent.
  • [F2]At the effective time of the Merger, outstanding shares were automatically converted solely into the right to receive an amount in cash, without interest, equal to $5.10 per share (the "Per Share Price"), subject to the terms and conditions of the Merger Agreement.
  • [F3]Certain of these securities are represented by Restricted Stock Units ("RSUs"). Vested RSUs (taking into account any applicable vesting acceleration in connection with the Merger) were cancelled and converted into the right to receive an amount in cash equal to, for each share of Common Stock subject to such vested RSUs, the Per Share Price.
  • [F4]At the effective time of the Merger, this stock option had an exercise price per share that was greater than the Per Share Price and, pursuant to the terms of the Merger Agreement, was cancelled for no consideration or payment.

Issuer

Transphorm, Inc.

CIK 0001715768

Entity typeother

Related Parties

1
  • filerCIK 0001711062

Filing Metadata

Form type
4
Filed
Jun 19, 8:00 PM ET
Accepted
Jun 20, 4:05 PM ET
Size
8.4 KB