Feng Kuo - 02 Jun 2025 Form 4 Insider Report for Techpoint, Inc. (M-6697)

Signature
/s/ Fumihiro Kozato, Attorney in Fact
Issuer symbol
M-6697
Transactions as of
02 Jun 2025
Net transactions value
-$68,513,080
Form type
4
Filing time
04 Jun 2025, 18:24:37 UTC
Previous filing
22 May 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
KUO FENG Chief Technology Officer, Director, 10%+ Owner C/O TECHPOINT, INC., 2550 N FIRST ST., #550, SAN JOSE /s/ Fumihiro Kozato, Attorney in Fact 02 Jun 2025 0001358688

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction M-6697 Common Stock Disposed to Issuer $28,960,000 -1,448,000 -100% $20.00 0 02 Jun 2025 Direct F1
transaction M-6697 Common Stock Disposed to Issuer $20,153,080 -1,007,654 -100% $20.00 0 02 Jun 2025 by daughter, Emily Ku F1, F2
transaction M-6697 Common Stock Disposed to Issuer $19,400,000 -970,000 -100% $20.00 0 02 Jun 2025 by daughter, Amanda Ku F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Feng Kuo is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of January 15, 2025 (the "Merger Agreement"), by and among the Techpoint, Inc. (the "Company"), ASMedia Technology Inc., a Taiwanese corporation ("Parent"), and Apex Merger Sub Inc., a Delaware corporation, a copy of which is filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 15, 2025, pursuant to which the Company became a wholly-owned subsidiary of Parent on June 2, 2025 (the "Effective Time"). At the Effective Time, each issued and outstanding share of common stock of the Company was converted into the right to receive $20.00 in cash (the "Merger Consideration"), without interest, subject to any withholding taxes.
F2 Includes 4,250 shares of common stock underlying restricted stock units subject to time-based vesting restrictions ("RSUs"). Pursuant to the Merger Agreement, at the Effective Time, the RSUs were automatically converted into a cash award that entitles the holder to receive, if and when vested, a cash payment (less any applicable tax withholdings) equal to: (x) the total number of shares of the Company's common stock represented by such RSU multiplied by (y) the Merger Consideration, with the same terms and conditions (including the vesting schedule) as applied to such RSU.