Timothy P. Mcmullen - Sep 1, 2022 Form 4 Insider Report for CYNERGISTEK, INC (CTEK)

Role
Chief Operating Officer
Signature
/s/ Timothy P. McMullen
Stock symbol
CTEK
Transactions as of
Sep 1, 2022
Transactions value $
$0
Form type
4
Date filed
9/1/2022, 01:49 PM
Previous filing
Oct 25, 2021

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 CTEK Employee stock option (right to buy) Disposed to Issuer $0 -150K -100% $0.00* 0 Sep 1, 2022 Common Stock 150K $1.74 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Timothy P. Mcmullen is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The option, which provided for vesting in three equal annual installments beginning October 22, 2022, was canceled at the effective time of the Merger (defined below) for no consideration pursuant to the terms of the greement and Plan of Merger, dated as of May 23, 2022 (the "Merger Agreement") by and among the Issuer, Clearwater Compliance LLC, a Tennessee limited liability company (the "Parent"), and Clearwater Compliance Acquisition Company I, a Delaware corporation and a wholly owned subsidiary of the Parent (the "Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent, because its exercise price exceeded the per share merger consideration of $1.25 per share.