Thomas E. Panther - Feb 24, 2022 Form 4 Insider Report for EVO Payments, Inc. (EVOP)

Role: Chief Financial Officer
Signature: /s/ Kelli E. Sterrett attorney-in-fact
Stock symbol: EVOP
Transactions as of: Feb 24, 2022
Transactions value $: -$144,588
Form type: 4
Date filed: 2/28/2022, 07:56 PM
Previous filing: Nov 19, 2021
Next filing: Mar 1, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EVOP	Class A Common Stock	Options Exercise	$0	+12.6K	+124.08%	$0.00	22.7K	Feb 26, 2022	Direct	F1
transaction	EVOP	Class A Common Stock	Tax liability	-$145K	-5.87K	-25.85%	$24.64	16.8K	Feb 26, 2022	Direct	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	EVOP	Restricted Stock Units	Options Exercise	$0	-12.6K	-33.33%	$0.00	25.1K	Feb 26, 2022	Class A Common Stock	12.6K		Direct	F1
transaction	EVOP	Restricted Stock Units	Award	$0	+32.1K		$0.00	32.1K	Feb 24, 2022	Class A Common Stock	32.1K		Direct	F3
transaction	EVOP	Performance Stock Units	Award	$0	+16K		$0.00	16K	Feb 24, 2022	Class A Common Stock	16K		Direct	F4, F5

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

Explanation of Responses:

Id	Content
F1	Represents vesting of restricted stock units ("RSUs") granted on February 26, 2021. Each RSU converts into one share of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of EVO Payments, Inc. (the "Issuer") on a one-for-one basis.
F2	Represents the satisfaction of tax withholding obligations upon the vesting of RSUs on February 26, 2022.
F3	Each RSU represents the right to acquire one share of Class A Common Stock. The RSUs will vest ratably on February 24, 2023, 2024 and 2025.
F4	Each performance stock unit ("PSU") represents a contingent right to receive shares of Class A Common Stock. The PSUs cliff vest and become exercisable subject to both a time-vesting and a performance-vesting condition. The time-vesting condition is satisfied on March 31, 2025. The performance-vesting condition requires that, prior to March 31, 2025, the Issuer's twenty trading day trailing average closing price for its Class A Common Stock must equal or exceed the target stock price for a period of twenty consecutive trading days. PSUs only vest upon the satisfaction of both conditions. If the performance-vesting condition is not satisfied prior to March 31, 2025, all PSUs will be immediately forfeited.
F5	The number of shares of Class A Common Stock delivered on settlement of the PSU (i) may be increased to up to 200% of the amount listed based on the amount by which the Issuer's twenty trading day trailing average closing price for its Class A Common Stock exceeds the target stock price during the period prior to March 31, 2025, and (ii) will not exceed 400% of the fair market value of the Class A Common Stock on the grant date.