Smith Douglas Baker 4

Accession 0001493152-22-025223

CIK 0000894871other

View on SEC.gov Company Profile

Filed

Sep 6, 8:00 PM ET

Accepted

Sep 7, 2:41 PM ET

Size

65.4 KB

Accession

0001493152-22-025223

Insider Transaction Report

Form 4

Period: 2022-01-01

Arena Group Holdings, Inc.AREN

Smith Douglas Baker

Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock
2022-01-01+38,799→ 41,072 total
Tax Payment
Common Stock
2022-07-05$10.95/sh−23,403$256,263→ 37,072 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)
Award
Stock Option (right to buy)
2022-06-06+25,000→ 25,000 total
Exercise: $10.69From: 2023-06-06Exp: 2032-06-06→ Common Stock (25,000 underlying)
Award
Restricted Stock Units
2022-06-06+25,000→ 25,000 total
From: 2023-06-06Exp: 2032-06-06→ Common Stock (25,000 underlying)
Exercise/Conversion
Restricted Stock Units
2022-08-01−3,233→ 54,973 total
→ Common Stock (3,233 underlying)
Exercise/Conversion
Common Stock
2022-03-01+3,234→ 47,540 total
Exercise/Conversion
Common Stock
2022-04-01+3,233→ 50,773 total
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−45,455→ 0 total
Exercise: $12.54Exp: 2029-03-11→ Common Stock (45,455 underlying)
Award
Stock Option (right to buy)
2022-03-18+45,455→ 45,455 total
Exercise: $8.82Exp: 2029-03-11→ Common Stock (45,455 underlying)
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−22,728→ 0 total
Exercise: $12.54Exp: 2029-03-11→ Common Stock (22,728 underlying)
Award
Stock Option (right to buy)
2022-03-18+22,728→ 22,728 total
Exercise: $8.82Exp: 2029-03-11→ Common Stock (22,728 underlying)
Award
Stock Option (right to buy)
2022-03-18+48,364→ 48,364 total
Exercise: $8.82Exp: 2029-04-10→ Common Stock (48,364 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)
Exercise/Conversion
Restricted Stock Units
2022-05-01−3,234→ 64,674 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Restricted Stock Units
2022-07-01−3,234→ 58,206 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Common Stock
2022-02-01+3,234→ 44,306 total
Exercise/Conversion
Common Stock
2022-05-01+3,234→ 54,007 total
Exercise/Conversion
Common Stock
2022-07-01+3,234→ 60,475 total
Exercise/Conversion
Common Stock
2022-08-01+3,233→ 40,305 total
Exercise/Conversion
Restricted Stock Units
2022-01-01−38,799→ 77,609 total
→ Common Stock
Disposition to Issuer
Stock Option (right to buy)
2022-03-18−48,364→ 0 total
Exercise: $10.12Exp: 2029-04-10→ Common Stock (48,364 underlying)
Exercise/Conversion
Common Stock
2022-06-01+3,234→ 57,241 total
Exercise/Conversion
Common Stock
2022-09-01+3,234→ 43,539 total
Exercise/Conversion
Restricted Stock Units
2022-03-01−3,234→ 71,141 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Restricted Stock Units
2022-04-01−3,233→ 67,908 total
→ Common Stock (3,233 underlying)
Exercise/Conversion
Restricted Stock Units
2022-06-01−3,234→ 61,440 total
→ Common Stock (3,234 underlying)
Exercise/Conversion
Restricted Stock Units
2022-09-01−3,234→ 51,741 total
→ Common Stock (3,234 underlying)

Footnotes (14)

[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 March 112019. The shares of the Company's Common Stock underlying the options as amended currently vest one-third on the one year anniversary, with the balance vesting monthly over the next 24 months.
[F11]The option was originally granted on April 10, 2019. The shares of the Company's Common Stock underlying the options as amended currently vest one-third on the one year anniversary, with the balance vesting monthly over the next 24 months.
[F12]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.
[F13]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.
[F14]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 a Restricted Stock Unit ("RSU") grant dated 2/18/2021. Each RSU represents a contingent right to receive 1 share of the Issuer's common stock.
[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 166,437 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 March 11, 2019. The shares of the Company's Common Stock underlying the options as amended currently vest one-third on the one year anniversary, 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 0001844076

Filing Metadata

Form type: 4
Filed: Sep 6, 8:00 PM ET
Accepted: Sep 7, 2:41 PM ET
Size: 65.4 KB

View on SEC.gov