| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Ma Darron | Chief Operating Officer | C/O TECHPOINT, INC., 2550 N FIRST ST., #550, SAN JOSE | /s/ Fumihiro Kozato, Attorney in Fact | 02 Jun 2025 | 0001990409 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | M-6697 | Common Stock | Disposed to Issuer | $689,880 | -34,494 | -100% | $20.00 | 0 | 02 Jun 2025 | Direct | F1, F2 |
| transaction | M-6697 | Japanese Depositary Shares Representing Equity Stock | Disposed to Issuer | $1,573,840 | -78,692 | -100% | $20.00 | 0 | 02 Jun 2025 | Direct | F1, F3 |
Darron Ma is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| 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 22,250 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. |
| F3 | Each Japanese Depositary Share represents an ownership interest in one share of the Company's common stock. Pursuant to the Merger Agreement, following the Effective Time and upon liquidation of the trust created under the Listed Foreign Stock Trust Beneficiary Interest Beneficiary Certificate Issuance Trust Agreement and Agreement regarding Issuer dated August 31, 2017 among the Company, Mizuho Securities Co., Ltd., Mitsubishi UFJ Trust and Banking Corporation, and The Master Trust Bank of Japan, Ltd. (together with Mitsubishi UFJ Trust and Banking Corporation, the "Trustees"), each holder of the Company's Japanese Depositary Shares will receive their distribution from the Trustees in accordance with the Trust Agreement. |