James Medina - Sep 12, 2022 Form 4 Insider Report for Mandiant, Inc. (MNDT)

Signature
Richard Meamber, Attorney-in-Fact
Stock symbol
MNDT
Transactions as of
Sep 12, 2022
Transactions value $
-$2,767,866
Form type
4
Date filed
9/12/2022, 11:44 AM
Previous filing
Aug 17, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MNDT Common Stock Disposed to Issuer -$859K -37.3K -100% $23.00 0 Sep 12, 2022 Direct F1, F2
transaction MNDT Common Stock Disposed to Issuer -$1.91M -83K -100% $23.00 0 Sep 12, 2022 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James Medina is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Includes 520 shares purchased on September 1, 2022 under the Issuer's 2013 Employee Stock Purchase Plan.
F2 Represents shares of the Issuer's common stock that were disposed of in connection with the merger of Dupin Inc. with and into the Issuer (the "Merger") pursuant to an Agreement and Plan of Merger, dated as of March 7, 2022, by and among the Issuer, Google LLC ("Google") and Dupin Inc. At the effective time of the Merger, each share of the Issuer's common stock was cancelled and converted into the right to receive $23.00 in cash.
F3 At the effective time of the Merger, each outstanding restricted stock unit ("RSU") was canceled and converted into a right to receive an amount in cash equal to the product of (1) $23.00 and (2) the total number of shares of the Issuer's common stock then-subject to such RSU. With respect to vested RSUs, such cash amount became payable at the effective time of the Merger and, with respect to unvested RSUs, such cash amount will vest and become payable in accordance with the vesting schedule applicable to the corresponding unvested RSU, generally subject to the Reporting Person's continued employment with Google and its affiliates.