4//SEC Filing
Reiss Dani 4
Accession 0001598674-22-000022
CIK 0001598674other
Filed
Jan 25, 7:00 PM ET
Accepted
Jan 26, 4:09 PM ET
Size
12.5 KB
Accession
0001598674-22-000022
Insider Transaction Report
Form 4
Reiss Dani
Director
Transactions
- Disposition to Issuer
Stock Option
2022-01-25−25,000→ 0 totalExercise: $15.90Exp: 2029-03-24→ Common Stock (25,000 underlying) - Disposition to Issuer
Stock Option
2022-01-25−60,000→ 0 totalExercise: $15.90Exp: 2029-03-24→ Common Stock (60,000 underlying) - Disposition to Issuer
Common Stock
2022-01-25$6.90/sh−43,518$300,274→ 0 total - Disposition to Issuer
Common Stock
2022-01-25$6.90/sh−90,537$624,705→ 0 total(indirect: See Footnote)
Footnotes (6)
- [F1]Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2021 (the "Merger Agreement"), by and among Casper Sleep Inc. (the "Issuer"), Marlin Parent, Inc. and Marlin Merger Sub, Inc. ("Merger Sub"). On January 25, 2022, upon the closing of the merger of Merger Sub with and into the Issuer (the "Merger") contemplated by the Merger Agreement, each share of common stock of the Issuer, par value $0.000001 per share, was cancelled and automatically converted into the right to receive an amount in cash equal to $6.90 (the "Merger Consideration"), without interest, subject to applicable withholding taxes.
- [F2]In accordance with the Merger Agreement, each restricted stock unit award ("RSU Award") of the Issuer outstanding immediately prior to the effective time of the Merger (whether vested or unvested) was cancelled and converted into the right to receive an amount in cash, subject to applicable withholding taxes, equal to the Merger Consideration multiplied by the number of shares of Issuer common stock subject to such RSU Award.
- [F3]The shares reported herein were held by DTR LLC. The Reporting Person indirectly controls DTR LLC and therefore may be deemed to hold voting and dispositive power with respect to these shares. The Reporting Person disclaims beneficial ownership of the shares held by DTR LLC except to the extent of his pecuniary interest therein, if any.
- [F4]The options were fully vested and exercisable.
- [F5]In accordance with the Merger Agreement, each option to acquire common stock of the Issuer that was unvested or had a per share exercise price equal to or greater than the Merger Consideration was cancelled for no consideration as of the effective time of the Merger.
- [F6]The options provided for vesting in equal monthly installments over a four year period commencing on April 25, 2019, and would have been fully vested and exercisable on March 25, 2023.
Documents
Issuer
Casper Sleep Inc.
CIK 0001598674
Entity typeother
Related Parties
1- filerCIK 0001731101
Filing Metadata
- Form type
- 4
- Filed
- Jan 25, 7:00 PM ET
- Accepted
- Jan 26, 4:09 PM ET
- Size
- 12.5 KB