Rob Orgel - 05 Sep 2023 Form 4 Insider Report for Flywire Corp (FLYW)

Role
President and COO
Signature
/s/ Rob Orgel
Issuer symbol
FLYW
Transactions as of
05 Sep 2023
Net transactions value
-$1,307,311
Form type
4
Filing time
07 Sep 2023, 16:20:21 UTC
Previous filing
07 Jul 2023
Next filing
07 Dec 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FLYW Voting Common Stock Sale $130,778 -3,871 -1.4% $33.78 264,434 05 Sep 2023 Direct F1, F2
transaction FLYW Voting Common Stock Options Exercise $115,500 +35,000 +13% $3.30* 299,434 06 Sep 2023 Direct
transaction FLYW Voting Common Stock Sale $1,292,033 -39,005 -13% $33.12 260,429 06 Sep 2023 Direct F3, F4

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 FLYW Stock Option (right to buy) Options Exercise $0 -35,000 -7.8% $0.000000 414,724 06 Sep 2023 Voting Common Stock 35,000 $3.30 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The Reporting Person is subject to a lock-up agreement with the underwriter for the public offering of Voting Common Stock by the Issuer for which the underwriting agreement was entered into on August 9, 2023. The transaction was pursuant to an exception to the lock-up agreement for sales to cover tax withholding obligations upon the settlement of certain time-based restricted stock unit awards. These shares of common stock were automatically sold in a non-discretionary transaction by the Reporting Person.
F2 Adjusted to reflect 430 shares acquired under the Issuer's Employee Stock Purchase Plan.
F3 The Reporting Person is subject to a lock-up agreement with the underwriter for the public offering of Voting Common Stock by the Issuer for which the underwriting agreement was entered into on August 9, 2023. The transaction was pursuant to an exception to the lock-up agreement for sales pursuant to a trading plan that complies with Rule 10b5-1 that has been entered into by the Reporting Person prior the date of the lock-up agreement.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.76 to $33.65, inclusive. The Reporting Person undertakes to provide to the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 4 to this Form 4.
F5 The shares subject to this option vest over 4 years of service following November 1, 2019, with 25% vesting upon completion of 1 year of continuous service to the Issuer and the balance vesting in 36 substantially equal monthly installments thereafter.