Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | EMBK | Class B Common Stock | Disposed to Issuer | $0 | -15.7M | -100% | $0.00* | 0 | Aug 2, 2023 | Class A Common Stock | 15.7M | See footnote | F1, F2, F3, F4 | |
transaction | EMBK | Restricted Stock Units | Disposed to Issuer | $0 | -783K | -100% | $0.00* | 0 | Aug 2, 2023 | Class A Common Stock | 783K | Direct | F2, F5, F6 |
Brandon Moak is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
---|---|
F1 | Shares of the Class B common stock may be converted into shares of Class A common stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date. |
F2 | Reflects the amount of shares beneficially held following a 20-for-1 stock split effected by the Issuer on August 16, 2022, which was exempt from reporting pursuant to Rule 16a-9. |
F3 | Pursuant to an Agreement and Plan of Merger, dated as of May 25, 2023 (the "Merger Agreement"), by and among the Issuer, Applied Intuition, Inc., and Azara Merger Sub, Inc., at the effective time of the merger (the "Effective Time"), each share of Class B common stock was cancelled and automatically converted into the right to receive an amount equal to $2.88 in cash, without interest. |
F4 | The shares are held of record by the Brandon Moak Living Trust for which the reporting person serves as a trustee. |
F5 | Each RSU represents a contingent right to receive one share of Class A common stock of the Issuer. |
F6 | The restricted stock units, or RSUs, will vest, if at all, in six equal tranches based on the Issuer's stock price exceeding certain thresholds. Pursuant to the Merger Agreement, at the Effective Time each outstanding RSU that was subject to performance-based vesting conditions was automatically cancelled for no consideration. |