Jill D. Smith - 23 May 2022 Form 4 Insider Report for Aspen Technology, Inc.

Role: Director
Signature: /s/ F.G. Hammond, attorney-in-fact for Ms. Smith
Issuer symbol: N/A
Transactions as of: 23 May 2022
Net transactions value: $0
Form type: 4
Filing time: 25 May 2022, 19:01:58 UTC
Previous filing: 23 May 2022
Next filing: 31 May 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AZPN	Common Stock	Award		+388	+76%		896	23 May 2022	Direct	F1, F2

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	AZPN	Director Stock Option (Right to Buy)	Award		+1,147			1,147	23 May 2022	Common Stock	1,147	$167.66	Direct	F1, F3
transaction	AZPN	Director Stock Option (Right to Buy)	Award		+265			265	23 May 2022	Common Stock	265	$145.35	Direct	F1, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents equity awards granted by Aspen Technology, Inc. (which subsequently changed its name to "AspenTech Corporation", "Former AspenTech") that have been converted into equity awards of Emersub CX, Inc. (which subsequently changed its name to "Aspen Technology Inc.", the "Issuer") pursuant to the terms of the Transaction Agreement and Plan of Merger, dated as of October 10, 2021, as amended, among Former AspenTech, the Issuer and certain other parties thereto (the "Transaction Agreement"), pursuant to which Former AspenTech merged with a wholly owned subsidiary of the Issuer and became a wholly owned subsidiary of the Issuer (the "Transaction"). The Transaction closed on May 16, 2022. Pursuant to the terms of the Transaction Agreement, the number of equity awards reported herein were determined on May 23, 2022, based on the five-day volume weighted average price of the Issuer's common stock following the closing of the Transaction.
F2	Each Restricted Stock Unit represents a contingent right to receive one share of Issuer common stock.
F3	One third of the options granted at the exercise price of $167.66 will vest on the first anniversary of the grant and the remainder will vest in eight consecutive quarterly installments on the last business day of the quarter until fully vested (except as otherwise necessary to avoid vesting of a fractional share).
F4	The option granted at the exercise price of $145.35 was fully vested on the date of grant.