Michael G. Ellis - Sep 15, 2023 Form 4 Insider Report for Flywire Corp (FLYW)

Role
Chief Financial Officer
Signature
/s/ Michael G. Ellis
Stock symbol
FLYW
Transactions as of
Sep 15, 2023
Transactions value $
-$177,775
Form type
4
Date filed
9/19/2023, 04:18 PM
Previous filing
Sep 7, 2023
Next filing
Oct 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FLYW Voting Common Stock Options Exercise $25.7K +6.5K +2.7% $3.95* 247K Sep 15, 2023 Direct
transaction FLYW Voting Common Stock Sale -$203K -6.5K -2.63% $31.30 241K Sep 15, 2023 Direct F1
holding FLYW Voting Common Stock 27.8K Sep 15, 2023 By GRAT 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 FLYW Stock Option (right to buy) Options Exercise $0 -6.5K -5.42% $0.00 114K Sep 15, 2023 Voting Common Stock 6.5K $3.95 Direct F3
* 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 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.
F2 The shares are held by the Michael Ellis 2021 Grantor Retained Annuity Trust No. 2, of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interests therein, if any.
F3 The shares originally subject to this option vest over 4 years of service following January 21, 2021, with 25% vesting upon completion of 1 year of continuous service to the Issuer and the balance vesting in 36 equal monthly installments thereafter.