4//SEC Filing
GRIMSTAD CARL A 4
Accession 0001653247-23-000033
CIK 0001653247other
Filed
Apr 11, 8:00 PM ET
Accepted
Apr 12, 5:27 PM ET
Size
14.8 KB
Accession
0001653247-23-000033
Insider Transaction Report
Form 4
GRIMSTAD CARL A
DirectorChief Executive Officer
Transactions
- Tax Payment
Common Stock
2023-04-11$0.29/sh−16,234$4,693→ 91,469 total - Exercise/Conversion
Restricted Stock Units (RSUs) - 041122
2023-04-11−66,666→ 133,334 total→ Common Stock (66,666 underlying) - Exercise/Conversion
Common Stock
2023-04-11+66,666→ 107,703 total
Holdings
- 478,619
Stock Options - 010320
Exercise: $7.40Exp: 2025-01-03→ Common Stock (478,619 underlying) - 116,667
Restricted Stock Units (RSUs) - 042321
→ Common Stock (116,667 underlying) - 156,716
Restricted Stock Units (RSUs) - 042320
→ Common Stock (156,716 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 accordingly.
- [F2]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).
- [F3]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).
- [F4]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 (3) 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).
- [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 2, 2021 and (ii) 1/2 of the option vested and became exercisable on January 2, 2022.
Documents
Issuer
Waitr Holdings Inc.
CIK 0001653247
Entity typeother
Related Parties
1- filerCIK 0001239359
Filing Metadata
- Form type
- 4
- Filed
- Apr 11, 8:00 PM ET
- Accepted
- Apr 12, 5:27 PM ET
- Size
- 14.8 KB