Anthony A. Florence Jr. - Jan 25, 2022 Form 4 Insider Report for Casper Sleep Inc. (CSPR)

Signature
/s/ Louis Citron, attorney in fact
Stock symbol
CSPR
Transactions as of
Jan 25, 2022
Transactions value $
-$43,165,682
Form type
4
Date filed
1/26/2022, 04:58 PM
Previous filing
Jan 5, 2022
Next filing
Feb 1, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CSPR Common Stock Disposed to Issuer -$42.9M -6.22M -100% $6.90 0 Jan 25, 2022 See Note 2 F1, F2
transaction CSPR Common Stock Disposed to Issuer -$230K -33.4K -100% $6.90 0 Jan 25, 2022 Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Anthony A. Florence Jr. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2021 (the "Merger Agreement"), by and among Casper Sleep Inc. (the "Issuer"), Marlin Parent, Inc. ("Parent") and Marlin Merger Sub, Inc. ("Merger Sub"). On January 25, 2022, upon the closing of the merger of Merger Sub with and into the Issuer (the "Merger") contemplated by the Merger Agreement, each share of common stock of the Issuer, par value $0.000001 per share, was cancelled and automatically converted into the right to receive an amount in cash equal to $6.90 (the "Merger Consideration"), without interest, subject to applicable withholding taxes.
F2 The Reporting Person is a director of NEA 14 GP, LTD, which is the sole general partner of NEA Partners 14, L.P. ("NEA Partners 14"). NEA Partners 14 is the sole general partner of New Enterprise Associates 14, L.P. ("NEA 14"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 14 in which the Reporting Person has no pecuniary interest.
F3 In accordance with the Merger Agreement, each restricted stock unit award ("RSU Award") of the Issuer outstanding immediately prior to the effective time of the Merger (whether vested or unvested) was cancelled and converted into the right to receive an amount in cash, subject to applicable withholding taxes, equal to the Merger Consideration multiplied by the number of shares of Issuer common stock subject to such RSU Award.