| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | POSH | Class A Common Stock | Disposed to Issuer | -$2.11M | -118K | -100% | $17.90 | 0 | Jan 5, 2023 | GGV Capital V Entrepreneurs Fund L.P | F1, F2 |
| transaction | POSH | Class A Common Stock | Disposed to Issuer | -$57.5M | -3.21M | -100% | $17.90 | 0 | Jan 5, 2023 | GGV Capital V L.P. | F1, F3 |
| transaction | POSH | Class A Common Stock | Disposed to Issuer | -$37.3K | -2.08K | -100% | $17.90 | 0 | Jan 5, 2023 | GGV Capital LLC | F1, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | POSH | Restricted Stock Units | Disposed to Issuer | -15.3K | -100% | 0 | Jan 5, 2023 | Class A Common Stock | 15.3K | Direct | F5, F6 |
Hans Tung is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to the Agreement and Plan of Merger, dated October 3, 2022 (the "Merger Agreement"), by and among Poshmark, Inc. ("Issuer"), NAVER Corporation ("Parent"), Proton Parent, Inc. ("Proton Parent"), and Proton Merger Sub, Inc. ("Merger Sub"), on January 5, 2023, Merger Sub merged with and into Issuer, with Issuer surviving the merger as an indirect subsidiary of Parent (such merger and the other transactions contemplated by the Merger Agreement, the "Merger"). At the effective time of the Merger (the "Effective Time"), each then outstanding share of Issuer's Class A common stock was cancelled, extinguished and converted into the right to receive an amount in cash equal to $17.90, without interest (the "Merger Consideration"), subject to applicable withholding taxes. |
| F2 | The shares are held directly by GGV Capital V Entrepreneurs Fund L.P. The Reporting Person is a managing partner of GGV Capital V L.L.C., which is the general partner of GGV Capital V Entrepreneurs Fund L.P., and the Reporting Person may be deemed to share voting and investment powers with regard to the securities held directly by such entity. The Reporting Person disclaims beneficial ownership of the securities held by such entity except to the extent of his pecuniary interest therein. |
| F3 | The shares are held directly by GGV Capital V L.P. The Reporting Person is a managing director of GGV Capital V L.L.C., which is the general partner of GGV Capital V L.P., and the Reporting Person may be deemed to share voting and investment powers with regard to the securities held directly by such entity. The Reporting Person disclaims beneficial ownership of the securities held by such entity except to the extent of his pecuniary interest therein. |
| F4 | The shares are held directly by GGV Capital LLC. The Reporting Person is a managing director of GGV Capital LLC, and the Reporting Person may be deemed to share voting and investment powers with regard to the securities held directly by such entity. The Reporting Person disclaims beneficial ownership of the securities held by such entity except to the extent of his pecuniary interest therein. |
| F5 | At the Effective Time, each restricted stock unit ("RSU") award that remained unvested and outstanding immediately prior to the Effective Time (an "Unvested Company RSU") was fully accelerated and became a Vested Company RSU pursuant to the Poshmark's Amended and Restated Non-Employee Director Compensation Policy. |
| F6 | Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs shall vest in full on the earlier of (i) June 14, 2023 or (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service on the Issuer's Board of Directors. |