| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PROS | Common Stock | Disposed to Issuer | -$219M | -17M | -100% | $12.85 | 0 | Aug 4, 2021 | See Footnotes | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PROS | Restricted Stock Units | Disposed to Issuer | -$142K | -11K | -100% | $12.85 | 0 | Aug 4, 2021 | Common Stock | 11K | See Footnotes | F2, F3, F4 |
Anthony Arnold is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | On August 4, 2021, each share of common stock of the Issuer was converted into the right to receive $12.85 in cash, pursuant to the Agreement and Plan of Merger, dated as of January 14, 2021 ("Merger Agreement"), entered into among Pedal Parent, Inc. ("Parent"), Pedal Merger Sub, Inc., a wholly-owned subsidiary of Parent, and the Issuer. |
| F2 | The Goldman Sachs Group, Inc. (the "GS Group") and Goldman Sachs & Co. LLC, a subsidiary of GS Group ("Goldman Sachs") may be deemed to beneficially own indirectly the securities of the Issuer by reason of the direct or indirect beneficial ownership of such securities by certain investment entities (the "GS Funds") because GS Group, or affiliates of GS Group and Goldman Sachs, are the general partner, managing general partner, managing partner, managing member or member of the GS Funds. Goldman Sachs is the investment manager of certain of the GS Funds. |
| F3 | The Reporting Person is a managing director of Goldman Sachs. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| F4 | Represents vested restricted stock units ("RSUs") previously awarded by the Issuer to the Reporting Person for his service as a director of the Issuer and held by the Reporting Person on behalf of GS Group. On August 4, 2021, the RSUs were cancelled pursuant to the Merger Agreement in exchange for an amount in cash equal to the product the number of shares of common stock subject to the award multiplied by $12.85 per share. |