John Irvin - Nov 12, 2021 Form 4 Insider Report for ExOne Co (XONE)

Role
Director
Signature
/s/ John Irvin
Stock symbol
XONE
Transactions as of
Nov 12, 2021
Transactions value $
$0
Form type
4
Date filed
11/16/2021, 11:13 AM
Previous filing
May 14, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XONE Common Stock, par value $0.01 Gift $0 -128K -100% $0.00* 0 Mar 4, 2021 By 2020 Holdings F1
transaction XONE Common Stock, par value $0.01 Gift $0 -15K -75% $0.00 5K Apr 22, 2021 Direct F2
transaction XONE Common Stock, par value $0.01 Gift $0 +128K $0.00 128K Mar 4, 2021 By wife F1, F3
transaction XONE Common Stock, par value $0.01 Gift $0 +15K +11.68% $0.00 143K Apr 22, 2021 By wife F2
transaction XONE Common Stock, par value $0.01 Gift $0 -1K -0.7% $0.00 142K Sep 17, 2021 By wife F4
transaction XONE Common Stock, par value $0.01 Disposed to Issuer -142K -100% 0 Nov 12, 2021 By wife F5
transaction XONE Common Stock, par value $0.01 Disposed to Issuer -5K -100% 0 Nov 12, 2021 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

John Irvin is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 20 20 Holdings was a limited liability company beneficially owned by Mr. Irvin's wife and Mr. Irvin, and of which Mr. Irvin was the sole manager and had sole power to vote and dispose of the 128,450 shares. 20 20 Holdings, LLC, the owner of the 128,450 shares, was dissolved and the 128,450 shares were gifted to Mr. Irvin's wife.
F2 Represents a gift of shares by Mr. Irvin to Mr. Irvin's wife. Mr. Irvin's wife is the owner of the 15,000 shares. Mr. Irvin disclaims beneficial ownership of these shares, and this report shall not be deemed to be an admission that Mr. Irvin is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F3 Mr. Irvin's wife is the owner of the 128,450 shares. Mr. Irvin disclaims beneficial ownership of these shares, and this report shall not be deemed to be an admission that Mr. Irvin is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F4 Represents a gift of shares by Mr. Irvin's wife to three separate charities.
F5 On November 12, 2021, Desktop Metal, Inc., a Delaware corporation ("Desktop Metal"), acquired The ExOne Company, a Delaware corporation ("ExOne") pursuant to that certain Agreement and Plan of Merger, dated August 11, 2021, by and among ExOne, Desktop Metal, Texas Merger Sub I, Inc., a wholly owned subsidiary of Desktop Metal, and Texas Merger Sub II, LLC, a wholly owned subsidiary of Desktop Metal (the "Merger Agreement"). The acquisition is more fully described in ExOne's definitive proxy statement filed with the Securities and Exchange Commission on October 8, 2021. In accordance with the terms of the Merger Agreement, each share of ExOne's common stock was exchanged for 2.1416 shares (the "Exchange Ratio") of Desktop Metal Class A common stock ("DM Common Stock") plus $8.50 in cash (together, the "Merger Consideration"). Each transaction reported in this Form 4 is an exempt transaction.
F6 Each award of restricted shares of ExOne common stock not subject to the ExOne Change of Control Severance Plan ("ExOne RSAs") vested and were cancelled and the holder of such ExOne RSA received the Merger Consideration.