Adam Storm - Aug 9, 2022 Form 4 Insider Report for Wag! Group Co. (PET)

Role
Pres. & Chief Product Off.
Signature
/s/ Adam Storm
Stock symbol
PET
Transactions as of
Aug 9, 2022
Transactions value $
$0
Form type
4
Date filed
8/9/2022, 07:27 PM
Next filing
Dec 5, 2022

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 PET Options to purchase shares of Wag! Group Co. common stock Award +1.48M 1.48M Aug 9, 2022 Common Stock 1.48M $0.09 Direct F1, F3, F4
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +46.3K 46.3K Aug 9, 2022 Common Stock 46.3K $0.16 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The options to purchase shares of Wag! Group Co. (the "Issuer") common stock ("Options") vest in 48 equal monthly installments beginning on January 13, 2020.
F2 25% of the Options vested on January 13, 2021, with the subsequent Options vesting in 36 equal monthly installments thereafter.
F3 Upon the closing of the merger of Wag Labs, Inc. into CHW Merger Sub, Inc. with Wag Labs, Inc. being the surviving entity and becoming a subsidiary of Wag! Group Co. (the "Business Combination"), all shares of Wag! Labs, Inc. converted into Issuer shares on a 1 for 0.97 basis.
F4 The Business Combination Agreement provides that certain eligible company equity holders will receive earn-out shares as additional consideration for the company interests acquired in connection with the Business Combination, for no consideration, after certain triggering events as defined in the Business Combination Agreement. The reporting person's right to receive additional shares pursuant to this earn-out right became fixed on August 9, 2022, the effective date of the Business Combination.