Garrett Smallwood - 09 Aug 2022 Form 4 Insider Report for Wag! Group Co. (PET)

Role
Chief Executive Officer, Director
Signature
/s/ Garrett Smallwood
Issuer symbol
PET
Transactions as of
09 Aug 2022
Net transactions value
$0
Form type
4
Filing time
09 Aug 2022, 19:33:14 UTC
Next filing
05 Dec 2022
SEC
View on sec.gov

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 +8,885 8,885 09 Aug 2022 Common Stock 8,885 $2.23 Direct F1, F5, F6
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +24,301 24,301 09 Aug 2022 Common Stock 24,301 $3.05 Direct F2, F5
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +1,482,983 1,482,983 09 Aug 2022 Common Stock 1,482,983 $0.0900 Direct F3, F5
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +46,343 46,343 09 Aug 2022 Common Stock 46,343 $0.1600 Direct F4, F5
transaction PET Options to purchase shares of Wag! Group Co. common stock Award +75,413 75,413 09 Aug 2022 Common Stock 75,413 $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.