Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | MAXR | Common Stock | Disposed to Issuer | -101K | -100% | 0 | May 3, 2023 | Direct | F1, F2 |
Carolyn Pittman is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
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F1 | Pursuant to the Agreement and Plan of Merger dated as of Dec. 15, 2022, by and among the Issuer, Galileo Parent, Inc., a Delaware corporation, Galileo Bidco, Inc., a Delaware corporation, and Galileo Topco, Inc., a Delaware corporation ("Merger Agreement"), each share of Issuer common stock, par value $0.0001 per share, and each share of Issuer common stock underlying restricted stock units subject to time-based vesting conditions (except as described in Footnote 2 with respect to time-based restricted stock units granted in 2023), automatically and without any required action by the Reporting Person was converted into the right to receive a cash payment (without interest and subject to any applicable taxes) of $53.00. |
F2 | Includes 3,241 shares underlying restricted stock units that were granted in March 2023 and subject to time-based vesting conditions. Pursuant to the Merger Agreement, (i) 33% of such RSUs were canceled and converted into a right to receive $53.00 per share of Issuer common stock covered by such RSUs (without interest and less any applicable withholding taxes) and (ii) 67% of such RSUs were converted into a right to receive a cash payment equal to $53.00 per share of Issuer common stock covered by such RSUs (without interest and less any applicable withholding taxes), to be distributed in two substantially equal payments on January 1, 2024 and January 1, 2025, subject to the holders continued employment with the Issuer or earlier severance-qualifying termination. |