4//SEC Filing
Monopoli Daniel 4
Accession 0001493152-23-026935
CIK 0000878828other
Filed
Aug 3, 8:00 PM ET
Accepted
Aug 4, 7:31 PM ET
Size
18.5 KB
Accession
0001493152-23-026935
Insider Transaction Report
Form 4
Monopoli Daniel
Chief Technology Officer
Transactions
- Tax Payment
Common Stock, par value $0.01 per share
2023-01-07$1.89/sh−11,710$22,132→ 70,956 total - Disposition to Issuer
Stock Option
2023-08-04−10,000→ 0 totalExercise: $1.92Exp: 2027-01-12→ Common Stock (10,000 underlying) - Disposition to Issuer
Stock Option
2023-08-04−100,000→ 0 totalExercise: $1.50Exp: 2030-04-07→ Common Stock (100,000 underlying) - Tax Payment
Common Stock, par value $0.01 per share
2022-12-20$1.84/sh−4,208$7,743→ 82,666 total - Disposition to Issuer
Common Stock, par value $0.01 per share
2023-08-04−70,956→ 0 total - Disposition to Issuer
Stock Option
2023-08-04−50,000→ 0 totalExercise: $1.83Exp: 2025-09-08→ Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option
2023-08-04−40,000→ 0 totalExercise: $1.60Exp: 2027-06-15→ Common Stock (40,000 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 24, 2023, by and among the Issuer, Maury Microwave, Inc., a Delaware corporation ("Maury"), and Troy Merger Sub, Inc., a New Jersey corporation wholly-owned by Maury ("Merger Sub"), effective August 4, 2023 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Maury.
- [F2]Pursuant to the Merger Agreement, at the Effective Time, each share of Issuer common stock, par value $0.01 per share ("Issuer Common Stock"), issued and outstanding immediately prior to the Effective Time, was converted into the right to receive a cash payment of $2.13 per share in cash (the "Merger Consideration), without interest and less applicable withholding taxes.
- [F3]Pursuant to the Merger Agreement, at the Effective Time, each restricted stock award that was outstanding accelerated in full and was cancelled and terminated as of the Effective Time, and each share of Issuer Common Stock that was subject to such award was converted into the right to receive the Merger Consideration, without interest and less applicable withholding taxes.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each stock option award (an "Issuer Stock Option Award") that was outstanding and that had an exercise price per share that was less than the Merger Consideration was accelerated in full and was cancelled, and each holder of such Issuer Stock Option Award will be paid an amount in cash with respect to each share of Issuer Common Stock subject to such option equal to the Merger Consideration less the applicable exercise price, less all applicable withholding and other authorized deductions. Each Issuer Stock Option Award with an exercise price greater than or equal to the Merger Consideration was cancelled with no consideration payable in respect thereof.
Documents
Issuer
WIRELESS TELECOM GROUP INC
CIK 0000878828
Entity typeother
Related Parties
1- filerCIK 0001708469
Filing Metadata
- Form type
- 4
- Filed
- Aug 3, 8:00 PM ET
- Accepted
- Aug 4, 7:31 PM ET
- Size
- 18.5 KB