John Paul Pearson - Oct 24, 2024 Form 4 Insider Report for PetIQ, Inc. (PETQ)

Role
EVP, SERVICES & MANUFACTURED
Signature
/s/ Patrick Jones, by power of attorney
Stock symbol
PETQ
Transactions as of
Oct 24, 2024
Transactions value $
$0
Form type
4
Date filed
10/28/2024, 02:10 PM
Previous filing
Oct 1, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PETQ Class A Common Stock Disposed to Issuer -8.27K -100% 0 Oct 25, 2024 Direct F1, 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 PETQ Restricted Stock Unit Award $0 +20.7K $0.00 20.7K Oct 24, 2024 Class A Common Stock 20.7K Direct F3, F4
transaction PETQ Restricted Stock Unit Disposed to Issuer -14.9K -100% 0 Oct 25, 2024 Class A Common Stock 14.9K Direct F1, F3, F5, F6
transaction PETQ Restricted Stock Unit Disposed to Issuer -30.7K -100% 0 Oct 25, 2024 Class A Common Stock 30.7K Direct F1, F3, F6, F7
transaction PETQ Restricted Stock Unit Disposed to Issuer -34.9K -100% 0 Oct 25, 2024 Class A Common Stock 34.9K Direct F1, F3, F6, F8
transaction PETQ Restricted Stock Unit Disposed to Issuer -20.7K -100% 0 Oct 25, 2024 Class A Common Stock 20.7K Direct F1, F3, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 On October 25, 2024, Gula Merger Sub, Inc. ("Merger Sub") completed its merger (the "Merger") with and into the Issuer pursuant to the Agreement and Plan of Merger, dated as of August 7, 2024 (the "Merger Agreement"), by and among the Issuer, Gula Buyer Inc. ("Parent") and Merger Sub.
F2 Pursuant to a rollover agreement, immediately prior to the effective time of the Merger (the "Effective Time"), the reporting person contributed 6,569 shares of Class A Common Stock held by the reporting person in exchange for a number of newly issued equity interests in a parent entity of Parent calculated pursuant to the rollover agreement, with each share of the Issuer's Class A Common Stock valued at $31.00 per share. At the Effective Time, the remaining shares of Class A Common Stock were cancelled and exchanged for $31.00 per share.
F3 Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock.
F4 The RSUs will vest in approximately equal installments on each of the first four anniversaries of October 24, 2024, subject to the reporting person's continuous service as an employee of the Issuer.
F5 The RSUs vested or will vest in approximately equal installments on each of the first four anniversaries of June 24, 2022, subject to the reporting person's continuous service as an employee of the Issuer.
F6 At the Effective Time, each unvested RSU was cancelled and converted solely into the right to receive a cash payment of $31.00 per share of Class A Common Stock subject to such unvested RSU, subject to the terms and conditions of the Merger Agreement.
F7 The RSUs will vest in approximately equal installments on each of the first four anniversaries of March 2, 2023, subject to the reporting person's continuous service as an employee of the Issuer.
F8 The RSUs will vest in approximately equal installments on each of the first four anniversaries of March 1, 2024, subject to the reporting person's continuous service as an employee of the Issuer.