Randy Gottfried - May 12, 2023 Form 4 Insider Report for Sumo Logic, Inc. (SUMO)

Role: Director
Signature: /s/ Katherine Haar, Attorney-in-fact
Stock symbol: SUMO
Transactions as of: May 12, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/12/2023, 04:10 PM
Previous filing: Nov 15, 2022
Next filing: Jul 3, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SUMO	Common Stock	Disposed to Issuer		-40.1K	-100%		0	May 12, 2023	Direct	F1, F2, F3

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	SUMO	Stock Option (right to buy)	Disposed to Issuer	$0	-250K	-100%	$0.00^*	0	May 12, 2023	Common Stock	250K	$3.68	Direct	F4

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

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

Explanation of Responses:

Id	Content
F1	Certain of these shares are represented by previously reported restricted stock units ("RSUs"). At the effective time of the merger (the "Effective Time") each issued and outstanding RSU was cancelled and converted into the right to receive an amount equal to $12.05 in cash (the "Per Share Price"), subject to the terms set forth in the Merger Agreement.
F2	Pursuant to the terms of the Company's Outside Director Compensation Policy and/or the applicable award agreement governing such RSU, at the Effective Time, each unvested RSU was accelerated and converted into the right to receive an amount in cash equal to the Per Share Price.
F3	Pursuant to an Agreement and Plan of Merger (the "Merger Agreement") between Serrano Parent, Serrano Merger Sub, Inc., and Sumo Logic (the "Company"), each issued and outstanding share of the Company's common stock was cancelled and converted into the right to receive an amount in cash equal to the Per Share Price.
F4	At the Effective Time, each issued and outstanding stock option was cancelled and converted into the right to receive an amount in cash equal to (x) the Per Share Price, over (y) the exercise price per share of such stock option, subject to the terms set forth in the Merger Agreement. Following the Effective Time, the cash payments relating to the unvested shares underlying the stock option are subject to the Reporting Person's continued service with the Company through the applicable vesting dates that would have otherwise applied to the corresponding stock option.