Michael A. Kaufman - Dec 1, 2023 Form 4 Insider Report for AGILYSYS INC (AGYS)

Signature
/s/ Michael A. Kaufman, individually, and as Managing Member of MAK Capital One LLC and Authorized Signatory of MAK Capital Fund LP and MAK Capital Distressed Debt Fund I, LP
Stock symbol
AGYS
Transactions as of
Dec 1, 2023
Transactions value $
-$8,829,085
Form type
4
Date filed
12/6/2023, 08:34 AM
Previous filing
Nov 30, 2023
Next filing
May 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AGYS Common Stock Sale -$5.61M -64.4K -1.59% $87.11 3.97M Dec 1, 2023 See Footnote F1, F2, F3
transaction AGYS Common Stock Sale -$1.84M -20.9K -0.53% $87.70 3.95M Dec 4, 2023 See Footnote F1, F2, F4
transaction AGYS Common Stock Sale -$1.39M -16.1K -0.41% $86.27 3.94M Dec 5, 2023 See Footnote F1, F2, 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 transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 Transaction Plan dated August 1, 2023 between MAK Capital One LLC ("MAK Capital") and BTIG, LLC.
F2 MAK Capital acts as the investment manager of MAK Capital Fund LP ("MAK Fund") and MAK Capital Distressed Debt Fund I LP ("MAK CDD Fund). Michael A. Kaufman is the managing member of MAK Capital. Each of MAK Capital and Michael A. Kaufman ("Mr. Kaufman") may be deemed to indirectly beneficially own the shares of Common Stock held by MAK Fund and MAK CDD Fund. Each of MAK Capital and Mr. Kaufman disclaims such beneficial ownership, except to the extent of its pecuniary interest therein. Each of MAK Capital, MAK Fund, MAK CDD Fund and Mr. Kaufman may be deemed to be a member of a "group" (within the meaning of Rule 13d-5 under the Act) whose members in the aggregate beneficially own more than 10% of the outstanding shares of Common Stock.
F3 45,958 shares were sold by MAK Fund and 18,409 shares were sold by MAK CDD.
F4 14,940 shares were sold by MAK Fund and 5,985 shares were sold by MAK CDD.
F5 11,480 shares were sold by MAK Fund and 4,598 shares were sold by MAK CDD.