Stephen R. Bruyns - Apr 2, 2024 Form 4 Insider Report for MiX Telematics Ltd (MIXT)

Role
Director
Signature
/s/ Stephen R. Bruyns, 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, 08:03 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MIXT Ordinary Shares Disposed to Issuer -3.7M -100% 0 Apr 2, 2024 See footnote F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Stephen R. Bruyns 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,
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 471,755 shares of Powerfleet Common Stock having a market value of approximately $2,415,386 on the Scheme Implementation Date.
F4 This includes 3,696,563 MiX Ordinary Shares held by IS Wealth Creator SPI SR Bruyns. IS Wealth Creator SPI SR Bruyns is an endowment policy entity owned by Richard Bruyns. Voting and investment power over the ordinary shares held by IS Wealth Creator SPI SR Bruyns is exercised by Richard Bruyns. 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.