LGL Systems Acquisition Holding Company, LLC - 25 Aug 2021 Form 4 Insider Report for IronNet, Inc.

Role
Former 10% Owner
Signature
By: /s/ Robert LaPenta Jr. Robert LaPenta Jr., Manager
Issuer symbol
DFNS on Nasdaq
Transactions as of
25 Aug 2021
Net transactions value
+$5,660,000
Form type
4
Filing time
30 Aug 2021, 21:39:13 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IRNT Common Stock Award $5,660,000 +566,000 $10.00* 566,000 26 Aug 2021 Direct
transaction IRNT Common Stock Conversion of derivative security $0 +2,904,375 +513% $0.000000 3,470,375 26 Aug 2021 Direct F1

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 IRNT Class B Common Stock Other $0 -330,000 -7.7% $0.000000 3,982,500 25 Aug 2021 Class A Common Stock 330,000 Direct F1, F2
transaction IRNT Class B Common Stock Disposed to Issuer $0 -1,078,125 -27% $0.000000 2,904,375 26 Aug 2021 Class A Common Stock 1,078,125 Direct F1, F3
transaction IRNT Class B Common Stock Conversion of derivative security $0 -2,904,375 -100% $0.000000* 0 26 Aug 2021 Common Stock 2,904,375 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

LGL Systems Acquisition Holding Company, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The Class B Common Stock is convertible into Class A Common Stock at anytime and automatically converts into Class A Common Stock at the time of the Issuer's initial business combination, in each case, on a one-for-one basis, subject to adjustment. The Class B Common Stock has no expiration date.
F2 The Reporting Person distributed these shares to certain of its members on a pro rata basis for no consideration.
F3 Under the terms of the Merger Agreement (defined below), immediately prior to the closing of the Business Combination (defined below), the Reporting Person surrendered and forfeited these shares to LGL Systems Acquisition Corp. ("LGL") for no consideration. From and after such time, the shares were deemed to be cancelled and no longer outstanding.
F4 The Class B Common Stock automatically converted into the same number of shares of Class A Common Stock on August 26, 2021 pursuant to the Agreement and Plan of Reorganization and Merger, dated as of March 15, 2021, as amended by Amendment No. 1 to Agreement and Plan of Reorganization and Merger, dated as of August 6, 2021 (as so amended, the "Merger Agreement"), by and among LGL, LGL Systems Merger Sub Inc., a wholly owned subsidiary of LGL, and IronNet Cybersecurity, Inc. (the "Business Combination"). Upon the closing of the Business Combination, the Class A Common Stock was renamed Common Stock.