4//SEC Filing
GRIMSTAD CARL A 4
Accession 0001653247-23-000002
CIK 0001653247other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 4:51 PM ET
Size
14.9 KB
Accession
0001653247-23-000002
Insider Transaction Report
Form 4
GRIMSTAD CARL A
DirectorChief Executive Officer
Transactions
- Tax Payment
Common Stock
2023-01-03−17,296→ 41,037 total - Exercise/Conversion
Common Stock
2023-01-03+58,333→ 58,333 total - Exercise/Conversion
Restricted Stock Units (RSUs) - 042321
2023-01-03−58,333→ 116,667 total→ Common Stock (58,333 underlying)
Holdings
- 200,000
Restricted Stock Units (RSUs) - 041122
→ Common Stock (200,000 underlying) - 156,716
Restricted Stock Units (RSUs) - 042320
→ Common Stock (156,716 underlying) - 478,620
Stock Options - 010320
Exercise: $7.40Exp: 2025-01-03→ Common Stock (478,620 underlying)
Footnotes (5)
- [F1]On November 22, 2022, the Issuer effected a one-for-twenty reverse stock split (the "Reverse Stock Split") of all of its issued and outstanding shares of common stock. The Reverse Stock Split also impacted outstanding derivative securities issued pursuant to the Issuer's 2018 Amended and Restated Omnibus Incentive Plan, which resulted in the Reporting Person's ownership of derivative securities being adjusted accordingly.
- [F2]Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant of 175,000 RSUs (as adjusted for the Reverse Stock Split) was made to the Reporting Person on April 23, 2021. The RSUs shall vest in three generally equal installments on the first, second and third anniversaries of January 3, 2022, subject to the Reporting Person's continued employment through the applicable vesting date; provided further, that, the RSUs vest upon (i) a Corporate Change (as defined in the Reporting Person's employment agreement), subject to the Reporting Person's continued employment through the closing of such Corporate Change, (ii) termination by the Reporting Person of the employment agreement for Good Reason (as defined therein), or (iii) termination by the Company of the employment agreement for other than Misconduct (as defined therein).
- [F3]Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant of 200,000 RSUs (as adjusted for the Reverse Stock Split) was made to the Reporting Person on April 11, 2022. The RSUs shall vest in three generally equal installments on the first, second and third anniversaries of such grant date, subject to the Reporting Person's continued employment through the applicable vesting date; provided further, that, the RSUs vest upon (i) a Corporate Change (as defined in the Reporting Person's employment agreement), subject to the Reporting Person's continued employment through the closing of such Corporate Change, (ii) termination by the Reporting Person of the employment agreement for Good Reason (as defined therein), or (iii) termination by the Company of the employment agreement for other than Misconduct (as defined therein).
- [F4]Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs shall vest upon the consummation of a Corporate Change (as defined in the Reporting Person's employment agreement), provided that the employment agreement has not been previously terminated; provided further, that, the RSUs shall fully vest upon the termination of the employment agreement by the Reporting Person for Good Reason (as defined therein) of by the Company for reason other than Misconduct (as defined therein).
- [F5]The Reporting Person's right to purchase the shares of the Issuer's common stock vested and became exercisable as follows: (i) 1/2 of the option vested and became exercisable on January 3, 2021 and (ii) 1/2 of the option vested and became exercisable on January 2, 2022. The exercise price of the stock options has been adjusted for the Reverse Stock Split.
Documents
Issuer
Waitr Holdings Inc.
CIK 0001653247
Entity typeother
Related Parties
1- filerCIK 0001239359
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 4:51 PM ET
- Size
- 14.9 KB