Ian Jacobs - Apr 2, 2024 Form 4 Insider Report for MiX Telematics Ltd (MIXT)

Role
Director
Signature
/s/ Ian Jacobs, by Paul M. Dell, as Attorney-in-Fact
Stock symbol
MIXT
Transactions as of
Apr 2, 2024
Transactions value $
$0
Form type
4
Date filed
4/4/2024, 08:01 PM
Previous filing
Jun 14, 2022
Next filing
Jun 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MIXT Ordinary Shares Disposed to Issuer -241K -100% 0 Apr 2, 2024 Direct F1, F2, F3
transaction MIXT Ordinary Shares Disposed to Issuer -34.1M -100% 0 Apr 2, 2024 See footnote F1, F2, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Ian Jacobs is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On April 2, 2024 (the "Scheme Implementation Date"), the parties to the implementation agreement, dated as of October 10, 2023 (the "Agreement"), by and among MiX Telematics Limited ("MiX Telematics"), Powerfleet, Inc. ("Powerfleet), and Main Street 2000 Proprietary Limited ("Powerfleet Sub"), completed the transactions contemplated thereby (the "Business Combination"), pursuant to which (i) Powerfleet Sub acquired all of the issued ordinary shares of Mix Telematics, no par value ("MiX Ordinary Shares"), including the MiX Ordinary Shares represented by Mix Telematics' American Depositary Shares ("MiX ADSs"),
F2 through the implementation of a scheme of arrangement (the "Scheme") in accordance with Sections 114 and 115 of the South African Companies Act, No. 71 of 2008, as amended, in exchange for shares of common stock, par value $0.01 per share, of Powerfleet ("Powerfleet Common Stock") and (ii) as a result of the transactions, including the Scheme, contemplated by the Agreement, MiX Telematics became an indirect, wholly owned subsidiary of Powerfleet.
F3 Disposed of pursuant to the Agreement in exchange for 30,718 shares of Powerfleet Common Stock having a market value of approximately $157,276 on the Scheme Implementation Date.
F4 Disposed of pursuant to the Agreement in exchange for 4,351,351 shares of Powerfleet Common Stock having a market value of approximately $22,278,917 on the Scheme Implementation Date.
F5 This includes 842,584 MiX ADSs representing 21,064,600 MiX Ordinary Shares held by 786 Partners LP, over which Ian Jacobs has voting power and 521,262 MiX ADSs translating to 13,031,550 MiX Ordinary Shares held by 402 Fund LP, over which Ian Jacobs has voting power. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.