Zimak Avi 4

Accession 0001493152-22-020867

CIK 0000894871other

View on SEC.gov Company Profile

Filed

Jul 31, 8:00 PM ET

Accepted

Aug 1, 4:00 PM ET

Size

60.8 KB

Accession

0001493152-22-020867

Insider Transaction Report

Form 4

Period: 2020-12-02

Arena Group Holdings, Inc.AREN

Zimak Avi

Chief Revenue Officer

Transactions

Exercise/Conversion
Common Stock
2022-06-01+3,234→ 66,332 total
Exercise/Conversion
Common Stock
2022-01-01+38,799→ 50,163 total
Exercise/Conversion
Common Stock
2022-05-01+3,234→ 63,098 total
Exercise/Conversion
Restricted Stock Units
2022-01-01−38,799→ 77,609 total
→ Common Stock (38,799 underlying)
Exercise/Conversion
Restricted Stock Units
2022-03-01−3,234→ 71,141 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Restricted Stock Units
2022-06-01−3,234→ 61,440 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Common Stock
2022-08-01+3,233→ 50,157 total
Exercise/Conversion
Restricted Stock Units
2022-02-01−3,234→ 74,375 total
→ Common Stock (3,234 underlying)
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−49,890→ 0 total
Exercise: $17.38Exp: 2031-02-18→ Common Stock (49,890 underlying)
Exercise/Conversion
Restricted Stock Units
2022-08-01−3,233→ 54,973 total
→ Common Stock (3,233 underlying)
Exercise/Conversion
Common Stock
2022-04-01+3,233→ 59,864 total
Exercise/Conversion
Common Stock
2022-02-01+3,234→ 53,397 total
Exercise/Conversion
Common Stock
2022-07-01+3,234→ 69,566 total
Exercise/Conversion
Common Stock
2020-12-02+11,364→ 11,364 total
Exercise/Conversion
Common Stock
2022-03-01+3,234→ 56,631 total
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−51,137→ 0 total
Exercise: $16.94Exp: 2029-12-02→ Common Stock (51,137 underlying)
Award
Stock Option (right to buy)
2022-03-18+51,137→ 51,137 total
Exercise: $8.82Exp: 2029-12-02→ Common Stock (51,137 underlying)
Award
Stock Option (right to buy)
2022-03-18+49,890→ 49,890 total
Exercise: $8.82Exp: 2031-02-18→ Common Stock (49,890 underlying)
Tax Payment
Common Stock
2022-07-05$10.95/sh−22,642$247,930→ 46,924 total
Exercise/Conversion
Restricted Stock Units
2020-12-02−11,364→ 0 total
→ Common Stock (11,364 underlying)
Award
Stock Option (right to buy)
2022-03-18+51,137→ 51,137 total
Exercise: $8.82Exp: 2029-12-02→ Common Stock (51,137 underlying)
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−51,137→ 0 total
Exercise: $16.94Exp: 2029-12-02→ Common Stock (51,137 underlying)
Exercise/Conversion
Restricted Stock Units
2022-05-01−3,234→ 64,674 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Restricted Stock Units
2022-04-01−3,233→ 67,908 total
→ Common Stock (3,233 underlying)
Award
Stock Option (right to buy)
2022-06-06+30,000→ 30,000 total
Exercise: $10.69From: 2023-06-06Exp: 2032-06-06→ Common Stock (30,000 underlying)
Award
Restricted Stock Units
2022-06-06+30,000→ 30,000 total
From: 2023-06-06Exp: 2032-06-06→ Common Stock (30,000 underlying)
Exercise/Conversion
Restricted Stock Units
2022-07-01−3,234→ 58,206 total
→ Common Stock (3,234 underlying)

Footnotes (13)

[F1]On February 9, 2022, the Company (formerly known as theMaven, Inc.) changed its name to The Arena Group Holdings, Inc., uplisted its common stock to the NYSE American, and began trading under the symbol "AREN."
[F10]The option was originally granted also on December 2,2019. The shares of the Company's Common Stock underlying the options vest one-third on December 2, 2020, with the balance vesting monthly over the next 24 months.
[F11]The option was originally granted on February 18, 2021. The shares of the Company's Common Stock underlying the options vest one-third on January 1, 2022, with the balance vesting monthly over the next 24 months.
[F12]The option was originally granted on June 6, 2022. The shares of the Company's Common Stock underlying the options vest one-third on June 6, 2023, with the balance vesting monthly over the next 24 months.
[F13]The RSU was originally granted on June 6, 2022. The shares of the Company's Common Stock underlying the RSU vest one-third on June 6, 2023, with the balance vesting monthly over the next 24 months.
[F2]Effective at 8:00 p.m. Eastern Time on February 8, 2022, the common stock of the Company, par value $0.01 (the "Common Stock"), underwent a reverse split of 1-for-22 (the "Reverse Stock Split"). All amounts of Common Stock and other securities listed herein, and all exercise prices of derivative securities, have been adjusted to reflect the effect of the Reverse Stock Split (even if the listed transaction occurred before the effective date of the Reverse Stock Split).
[F3]The Reporting Person acquired the shares of Common Stock pursuant to vested shares that were originally granted in Restricted Stock Unit ("RSU") grants dated 12/2/2019 and 2/18/2021. Each RSU represents a contingent right to receive 1 share of the Issuer's common stock. The 11,364 shares associated with the grant dated 12/2/2019 all vested on 12/2/2020; however, such shares will not settle and be issued until 12/2/2024 (this RSU was previously reported as covering 250,000 shares prior to the Reverse Stock Split),
[F4]Shares forfeited pursuant to tax withholding.
[F5]1/3 of the shares associated with the RSU vest on January 1, 2022, with the balance of shares associated with the RSU vesting in 24 equal monthly installments thereafter (in full shares, rounded as necessary)
[F6]The RSU was previously reported as covering 2,560,976 shares (prior to the Reverse Stock Split, which is equal to 116,408 shares post Reverse Stock Split).
[F7]Stock Option Repricing Program. On March 18, 2022 (the "Repricing Date"), the Compensation Committee of the Company unanimously approved a one-time repricing of certain stock options (the "Repricing") outstanding under the Company's 2016 Stock Incentive Plan and 2019 Equity Incentive Plan that had an exercise price above $8.82 per share (the "Underwater Stock Options"). As a result of the Repricing, the exercise price of the Underwater Stock Options was set to $8.82 per share, which was the closing sale price of the Company's Common Stock as listed on the NYSE American exchange on March 18, 2022, and which price represented the per share fair market value (the "FMV") on the Repricing Date.
[F8]Pursuant to the Repricing, the exercise price was reduced for 152,164 Underwater Stock Options held by the filer, For each of the filer's stock option grants, reporting guidance suggests this should be reported as two transactions to reflect the lowering of the exercise price to $8.82, whereby the Underwater Stock Options are disposed and the Repriced option are acquired.
[F9]The option was originally granted on December 2, 2019. The shares of the Company's Common Stock underlying the options vest one-third on December 2, 2020, with the balance vesting monthly over the next 24 months.

Documents

1 file

4
ownership.xmlPrimary

Issuer

Arena Group Holdings, Inc.

CIK 0000894871

→

Entity typeother

Related Parties

filerCIK 0001844115

Filing Metadata

Form type: 4
Filed: Jul 31, 8:00 PM ET
Accepted: Aug 1, 4:00 PM ET
Size: 60.8 KB

View on SEC.gov