David Richard Johnson - Jun 20, 2023 Form 4 Insider Report for ROC Energy Acquisition Corp. (DTI)

Signature
/s/ David R. Johnson
Stock symbol
DTI
Transactions as of
Jun 20, 2023
Transactions value $
$0
Form type
4
Date filed
6/22/2023, 08:37 PM
Next filing
Feb 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DTI Common Stock Award +45.6K 45.6K Jun 20, 2023 Direct F1

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 DTI Stock Option (right to buy) Award +132K 132K Jun 20, 2023 Common Stock 132K $3.72 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in connection with the Issuer's business combination (the "Business Combination") with Drilling Tools International Holdings, Inc. ("Legacy DTI") in accordance with the terms of the Agreement and Plan of Merger dated as of February 13, 2023 and amended as of June 5, 2023 (the "Merger Agreement"), by and among the Issuer (f/k/a ROC Energy Acquisition Corp.), ROC Merger Sub, Inc. and Legacy DTI. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy DTI (i) common stock was converted into the right to receive 0.2282 shares of common stock of the Issuer ("Common Stock") and (ii) preferred stock was converted into the right to receive 0.3299 shares of Common Stock and $0.54 in cash. The Business Combination closed on June 20, 2023 (the "Closing Date").
F2 As of the Closing Date, all shares of Common Stock subject to the stock options held by the Reporting Person are vested.
F3 The stock options were received in exchange for stock options to purchase 580,000 shares of common stock of Legacy DTI for $0.85 per share in connection with the Business Combination.