Venkat R. Bhamidipati - 31 Dec 2021 Form 4 Insider Report for McAfee Corp.

Role
Officer
Signature
/s/ Jared Ross, as Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
31 Dec 2021
Net transactions value
-$680,057
Form type
4
Filing time
04 Jan 2022, 16:00:21 UTC
Previous filing
29 Dec 2021
Next filing
03 Mar 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MCFE Class A Common Stock Conversion of derivative security +44,294 +4% 1,163,792 31 Dec 2021 Direct F1
transaction MCFE Class A Common Stock Tax liability $680,057 -26,369 -2.3% $25.79 1,137,423 31 Dec 2021 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MCFE Management Incentive Units Conversion of derivative security -50,000 -9.1% 500,000 31 Dec 2021 Class A Common Stock 44,294 Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 31, 2021, the Reporting Person exchanged 50,000 Management Incentive Units ("MIUs") of Foundation Technology Worldwide LLC for 44,294 shares of Class A common stock ("Class A Shares"), representing the "spread value" of such MIUs, as described in Footnote 3.
F2 Reflects withholding of Class A Shares upon vesting of restricted stock units to satisfy the Reporting Person's tax withholding obligation, based on the last reported sale price of the Class A Shares on December 31, 2021.
F3 Reflects MIUs, which are profits interests that are economically similar to stock-settled stock options. Vested MIUs are exchangeable, at the holder's election, for a number of Class A Shares equal in value to the "spread value" represented by the excess of the value of Class A Shares at the time of exchange above the "return threshold" associated with the MIUs, multiplied by the number of MIUs being exchanged. The number reflected in Table II reflects the number of MIUs held by the Reporting Person. The MIUs do not have an expiration date.

Remarks:

Executive Vice President and Chief Financial Officer. Mr. Ross is signing on behalf of the Reporting Person pursuant to a Limited Power of Attorney dated October 21, 2020, which was previously filed with the Securities and Exchange Commission.