| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | XONE | Common Stock, par value $0.01 | Disposed to Issuer | -31K | -53.23% | 27.2K | Nov 12, 2021 | Direct | F1 | ||
| transaction | XONE | Common Stock, par value $0.01 | Tax liability | -$227K | -8.5K | -31.24% | $26.70 | 18.7K | Nov 12, 2021 | Direct | F2 |
| transaction | XONE | Common Stock, par value $0.01 | Disposed to Issuer | -11.5K | -61.43% | 7.22K | Nov 12, 2021 | Direct | F3 | ||
| transaction | XONE | Common Stock, par value $0.01 | Tax liability | -$82K | -3.07K | -42.53% | $26.70 | 4.15K | Nov 12, 2021 | Direct | F2 |
| transaction | XONE | Common Stock, par value $0.01 | Disposed to Issuer | -4.15K | -100% | 0 | Nov 12, 2021 | Direct | F3 | ||
| transaction | XONE | Common Stock, par value $0.01 | Award | $0 | +3.51K | $0.00 | 3.51K | Nov 12, 2021 | Direct | F4 | |
| transaction | XONE | Common Stock, par value $0.01 | Tax liability | -$39.9K | -1.49K | -42.52% | $26.70 | 2.02K | Nov 12, 2021 | Direct | F5 |
| transaction | XONE | Common Stock, par value $0.01 | Disposed to Issuer | -2.02K | -100% | 0 | Nov 12, 2021 | Direct | F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | XONE | Stock Option (right to buy) | Disposed to Issuer | -6.67K | -100% | 0 | Nov 12, 2021 | Common Stock | 6.67K | $18.00 | Direct | F6 | ||
| transaction | XONE | Stock Option (right to buy) | Disposed to Issuer | -12K | -100% | 0 | Nov 12, 2021 | Common Stock | 12K | $10.10 | Direct | F6 | ||
| transaction | XONE | Stock Option (right to buy) | Disposed to Issuer | -25K | -100% | 0 | Nov 12, 2021 | Common Stock | 25K | $7.91 | Direct | F6 | ||
| transaction | XONE | Stock Option (right to buy) | Disposed to Issuer | -25K | -100% | 0 | Nov 12, 2021 | Common Stock | 25K | $7.11 | Direct | F6 |
Douglas D. Zemba is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | 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 (the "ExOne Shares") 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. |
| F2 | Withholding and disposition for taxes on restricted stock. |
| F3 | Each award of restricted shares of ExOne subject to the ExOne Change of Control Severance Plan ("ExOne COC RSAs") vested and were cancelled and the holder of such ExOne COC RSA received the Merger Consideration. |
| F4 | Each award granted under the 2021 Executive Stock Performance Program was converted into ExOne Shares (the "ESPP Award"), with the shares subject to such ESPP Award becoming vested and such vested shares were cancelled and the holder received the Merger Consideration. |
| F5 | Withholding and disposition of shares for taxes on ESPP Awards. |
| F6 | Each outstanding vested option to purchase ExOne Shares was cancelled and the holder thereof became entitled to receive the excess of the Merger Consideration over the aggregate exercise price of such ExOne vested option, so long as such ExOne vested option's exercise price was less than the Merger Consideration, less applicable tax withholdings. |
Chief Financial Officer and Treasurer