Thomas C. Pritchard - Jul 1, 2021 Form 4 Insider Report for Waitr Holdings Inc. (ASAP)

Role: General Counsel
Signature: /s/ Annette Finch, Attorney-in-Fact
Stock symbol: ASAP
Transactions as of: Jul 1, 2021
Transactions value $: -$58,532
Form type: 4
Date filed: 7/2/2021, 12:11 PM
Next filing: Aug 20, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ASAP	Common Stock	Options Exercise		+133K			133K	Jul 1, 2021	Direct	F1
transaction	ASAP	Common Stock	Tax liability	-$58.5K	-32.9K	-24.66%	$1.78^*	100K	Jul 1, 2021	Direct

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	ASAP	Restricted Stock Units	Options Exercise	$0	-133K	-33.33%	$0.00	267K	Jul 1, 2021	Common Stock	133K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	One share of common stock was issued upon the vesting of each restricted stock unit ("RSU").
F2	Each RSU represents a contingent right to receive one share of the Issuer's common stock or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the grant of 400,000 RSUs shall vest on each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of July 1, 2020 (the "Grant Date"), beginning on the first anniversary of the Grant Date, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan).

Content

One share of common stock was issued upon the vesting of each restricted stock unit ("RSU").

Each RSU represents a contingent right to receive one share of the Issuer's common stock or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the grant of 400,000 RSUs shall vest on each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of July 1, 2020 (the "Grant Date"), beginning on the first anniversary of the Grant Date, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan).