Michael A. Kaufman - Nov 28, 2023 Form 4 Insider Report for AGILYSYS INC (AGYS)

Role: Director, 10%+ Owner
Signature: /s/ Kyle C. Badger, Attorney-in-Fact
Stock symbol: AGYS
Transactions as of: Nov 28, 2023
Transactions value $: -$8,172,846
Form type: 4
Date filed: 11/30/2023, 05:48 PM
Previous filing: Jul 31, 2023
Next filing: Dec 6, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AGYS	Common Stock	Sale	-$2.49M	-28.9K	-0.7%	$86.25	4.11M	Nov 28, 2023	See footnote	F1, F2
transaction	AGYS	Common Stock	Sale	-$1.91M	-22.4K	-0.55%	$84.94	4.08M	Nov 29, 2023	See footnote	F1, F2
transaction	AGYS	Common Stock	Sale	-$3.77M	-44.4K	-1.09%	$84.95	4.04M	Nov 30, 2023	See footnote	F1, F2
holding	AGYS	Common Stock						9.58K	Nov 28, 2023	Direct

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	The transactions reported on this Form 4 were effected pursuant to to a Rule 10b5-1 Transaction Plan dated August 1, 2023 between MAK Capital One LLC and BTIG, LLC.
F2	As reported on a Schedule 13D dated November 3, 2023 and a Schedule 13D/A dated June 3, 2022, Shares are held by MAK Capital One L.L.C. ("MAK Capital"), MAK Capital Fund LP ("MAK Fund"), MAK Capital Distressed Debt Fund I, LP ("MAK CDD Fund") and MAK GP LLC. Each of MAK Fund and MAK CDD Fund shares voting power and investment power with MAK Capital and Mr. Kaufman. MAK GP shares voting power and investment power with MAK Capital and Mr. Kaufman.

Content

The transactions reported on this Form 4 were effected pursuant to to a Rule 10b5-1 Transaction Plan dated August 1, 2023 between MAK Capital One LLC and BTIG, LLC.

As reported on a Schedule 13D dated November 3, 2023 and a Schedule 13D/A dated June 3, 2022, Shares are held by MAK Capital One L.L.C. ("MAK Capital"), MAK Capital Fund LP ("MAK Fund"), MAK Capital Distressed Debt Fund I, LP ("MAK CDD Fund") and MAK GP LLC. Each of MAK Fund and MAK CDD Fund shares voting power and investment power with MAK Capital and Mr. Kaufman. MAK GP shares voting power and investment power with MAK Capital and Mr. Kaufman.