Scott Greenberg - Oct 14, 2021 Form 4 Insider Report for GP STRATEGIES CORP (GPX)

Role: Director
Signature: Scott N. Greenberg
Stock symbol: GPX
Transactions as of: Oct 14, 2021
Transactions value $: -$6,344,426
Form type: 4
Date filed: 10/18/2021, 03:19 PM
Previous filing: Jul 22, 2021
Next filing: Jan 4, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GPX	Common Stock	Disposed to Issuer	-$5.99M	-287K	-100%	$20.85	0	Oct 14, 2021	Direct	F1, F2
transaction	GPX	Common Stock	Disposed to Issuer	-$358K	-17.2K	-100%	$20.85	0	Oct 14, 2021	GP 401(k) Plan	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On July 15, 2021, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Learning Technologies Group plc, a public limited company incorporated in England and Wales ("LTG"), Learning Technologies Acquisition Corporation, a Delaware corporation and direct wholly owned subsidiary of LTG ("US Holdco"), and Gravity Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of US Holdco ("Merger Sub"), pursuant to which each share of common stock of the Issuer was converted into the right to receive a cash payment equal to the per share merger consideration of $20.85.
F2	Represents 271,923 shares of common stock of the Issuer disposed of pursuant to the Merger Agreement and 15,192 Restricted Stock Units disposed of pursuant to the Merger Agreement.

Content

On July 15, 2021, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Learning Technologies Group plc, a public limited company incorporated in England and Wales ("LTG"), Learning Technologies Acquisition Corporation, a Delaware corporation and direct wholly owned subsidiary of LTG ("US Holdco"), and Gravity Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of US Holdco ("Merger Sub"), pursuant to which each share of common stock of the Issuer was converted into the right to receive a cash payment equal to the per share merger consideration of $20.85.

Represents 271,923 shares of common stock of the Issuer disposed of pursuant to the Merger Agreement and 15,192 Restricted Stock Units disposed of pursuant to the Merger Agreement.