| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VSTO | Common Stock | Disposed to Issuer | -89.7K | -100% | 0 | Nov 27, 2024 | Direct | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VSTO | Performance Stock Units | Award | +8.83K | 8.83K | Nov 27, 2024 | Common Stock | 8.83K | Direct | F4 | ||||
| transaction | VSTO | Performance Stock Units | Disposed to Issuer | -8.83K | -100% | 0 | Nov 27, 2024 | Common Stock | 8.83K | Direct | F4 | |||
| transaction | VSTO | Employee Stock Option (right to buy) | Disposed to Issuer | -2.87K | -100% | 0 | Nov 27, 2024 | Common Stock | 2.87K | Direct | F5 |
Andrew Keegan is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | On November 27, 2024 (the "Closing Date"), pursuant to that certain Agreement and Plan of Merger, dated as of October 15, 2023 (as amended, the "Merger Agreement"), among the Issuer, Revelyst, Inc. ("Revelyst"), CSG Elevate II Inc., CSG Elevate III Inc., and, solely for the purposes of specific provisions therein, CZECHOSLOVAK GROUP a.s., each share of the Issuer's common stock ("Common Stock") (other than (a) any such shares of Common Stock held by the Issuer, its subsidiaries or CSG Elevate II Inc. and (b) any Appraisal Shares (as defined in the Merger Agreement)) was converted into the right to receive (i) one fully paid and non-assessable share of common stock, par value $0.01 per share, of Revelyst ("Revelyst Common Stock") and (ii) $25.75 in cash. |
| F2 | Includes restricted stock units subject to certain vesting periods and other restrictions under the Issuer's 2020 Stock Incentive Plan. |
| F3 | Pursuant to the Merger Agreement and that certain Employee Matters Agreement, dated as of October 15, 2023 (the "EMA"), by and between the Issuer and Revelyst, effective as of immediately prior to the Effective Time (as defined in the Merger Agreement), each restricted stock unit ("RSU") was canceled and replaced with a restricted stock unit award of Revelyst, the number of shares of which is equal to the number of shares of Common Stock subject to the RSU multiplied by a fraction, the numerator of which is the closing price per share of the Common Stock trading "regular way with due bills" during the last full trading session immediately prior to the Effective Time and the denominator of which is the opening price per share of Revelyst Common Stock on the Effective Date (the "Revelyst Conversion Ratio"). |
| F4 | Pursuant to the Merger Agreement and the EMA, effective as of immediately prior to the Effective Time, each performance stock unit ("PSU") (other than a Special Retention PSU) was canceled and replaced with a restricted stock unit award of Revelyst, the number of shares of which is equal to the number of shares of Common Stock subject to the PSU multiplied by the Revelyst Conversion Ratio, and each Special Retention PSU vested, in each case, with performance criteria deemed achieved 100% of target performance. |
| F5 | Pursuant to the Merger Agreement and the EMA, effective as of immediately prior to the Effective Time, each stock option, whether vested or unvested, was canceled and replaced with an option to purchase shares of Revelyst common stock, with the number of shares subject to each such option equal to (a) the number of shares of Common Stock issuable upon the exercise of the applicable Issuer option immediately prior to the effective time multiplied by (b) the Revelyst Conversion Ratio, and a per-share exercise price equal to (i) the per-share exercise price of the corresponding Issuer option divided by (ii) the Revelyst Conversion Ratio. |