Lewis L. Bird III - Jul 23, 2021 Form 4 Insider Report for At Home Group Inc. (HOME)

Signature
/s/ Mary Jane Broussard, Attorney-in-Fact for Lewis L. Bird III
Stock symbol
HOME
Transactions as of
Jul 23, 2021
Transactions value $
-$89,731,520
Form type
4
Date filed
8/3/2021, 10:23 AM
Previous filing
Jun 25, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HOME Common Stock Disposed to Issuer -27.7K -100% 0 Jul 23, 2021 Direct F1
transaction HOME Common Stock Disposed to Issuer -64K -100% 0 Jul 23, 2021 Held in name of Bird Family Trust F1, 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 HOME Employee Stock Option (Right to Buy) Disposed to Issuer -$40.4M -1.48M -100% $27.25 0 Jul 23, 2021 Common Stock 1.48M $9.75 Direct F3, F4
transaction HOME Employee Stock Option (Right to Buy) Disposed to Issuer -$21.8M -991K -100% $22.00 0 Jul 23, 2021 Common Stock 991K $15.00 Direct F3, F4
transaction HOME Employee Stock Option (Right to Buy) Disposed to Issuer -$26.2M -890K -100% $29.42 0 Jul 23, 2021 Common Stock 890K $7.58 Direct F5, F6
transaction HOME Employee Stock Option (Right to Buy) Disposed to Issuer -$1.35M -139K -100% $9.72 0 Jul 23, 2021 Common Stock 139K $27.28 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Lewis L. Bird III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to a rollover agreement entered into between the reporting person and Ambience Parent, Inc. ("Parent") in connection with the effectuation of the transactions contemplated by the amended and restated merger agreement between the issuer, Parent, and Ambience Merger Sub, Inc. (the "Merger Agreement"), the reporting person exchanged these shares for shares of Parent having an equivalent value as of the effective date of the merger, based on a market value of the issuer shares on the effective date of $37 per share.
F2 The reporting person beneficially owns these shares indirectly through the revocable Bird Family Trust (the "Trust"). The reporting person and his wife serve as the trustees and are the beneficiaries of the Trust.
F3 This option was fully vested and exercisable as of the cancellation date.
F4 This option was cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to, for each share subject to the option, the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the per share exercise price of the option.
F5 This option provided for vesting in three substantially equal annual installments beginning on June 22, 2021.
F6 The portion of this option that was vested or scheduled to vest on or before July 23, 2022 was cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to, for each share subject to the option, the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the per share exercise price of the option. The portion of this option scheduled to vest after July 23, 2022 was cancelled pursuant to the Merger Agreement in exchange for a deferred cash payment (or, at the election of the reporting person, a grant of Parent restricted stock or restricted stock units having a grant date value) equal to the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the exercise price of the option, subject to vesting on the same schedule as the cancelled option.
F7 This option provided for vesting in three substantially equal annual installments beginning on March 30, 2022.