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

Role
Chief Executive Officer, Director
Signature
/s/ Garrett Smallwood
Stock symbol
PET
Transactions as of
Aug 9, 2022
Transactions value $
$0
Form type
4
Date filed
8/9/2022, 07:33 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 +8.89K 8.89K Aug 9, 2022 Common Stock 8.89K $2.23 Direct F1, F5, F6
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +24.3K 24.3K Aug 9, 2022 Common Stock 24.3K $3.05 Direct F2, F5
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 F3, F5
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 F4, F5
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +75.4K 75.4K Aug 9, 2022 Common Stock 75.4K $2.86 Direct F5
* 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") vested in 24 equal monthly installments, with a 30% cliff beginning on June 12, 2017.
F2 The Options vested in 48 equal monthly installments, with a one year cliff beginning on June 1, 2018.
F3 25% of the Options vested on November 29, 2019, with the subsequent Options vesting in 36 equal monthly installments thereafter.
F4 50% of the Options vested on November 29, 2020, with the subsequent Options vesting in 24 equal monthly installments thereafter.
F5 Upon the closing of the Business Combination, all shares of Wag! Labs, Inc. converted into Wag! Group Co. shares on a 1 for 0.97 basis.
F6 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.