TERINO EDWARD 4
4 · ZAGG Inc · Filed Feb 24, 2021
Insider Transaction Report
Form 4
ZAGG IncZAGG
TERINO EDWARD
Director
Transactions
- Disposition to Issuer
Common Stock
2021-02-22−27,046→ 0 total(indirect: By LLC) - Disposition to Issuer
Common Stock
2021-02-22−30,000→ 0 total
Footnotes (2)
- [F1]At the effective time of the merger contemplated by the Agreement and Plan of Merger, dated as of December 10, 2020, by and among ZAGG Inc (the "Company"), Zephyr Parent, Inc. and Zephyr Merger Sub, Inc. (the "Effective Time"), each issued and outstanding share of common stock of the Company (each, a "Share") held by Edward Terino was converted into the right to receive $4.20 in cash (the "Cash Consideration") and one "PPP Loan Forgiveness Right" representing the contingent right to receive and additional amount, net of certain fees and expenses, contingent upon the satisfaction of certain conditions related to the U.S. Small Business Administration Paycheck Protection Program Loan issued to ZAGG on April 13, 2020, without interest and subject to any applicable withholding taxes.
- [F2]These restricted stock units ("Company RSUs") were previously vested, but Mr. Terino elected to defer payment until separation of service or change in control. At the Effective Time, each outstanding Company RSU was converted into the right to receive the Cash Consideration multiplied by the aggregate number of Shares underlying such Company RSU and an aggregate number of PPP Loan Forgiveness Rights equal to the number of Shares underlying such Company RSU.