Manuel D. Medina - Jan 1, 2022 Form 4 Insider Report for Appgate, Inc. (APGT)

Role: Executive Chairman, Director, 10%+ Owner
Signature: /s/ Jeremy M. Dale, Attorney-in-Fact
Stock symbol: APGT
Transactions as of: Jan 1, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/3/2022, 03:02 PM
Previous filing: Oct 22, 2021
Next filing: Feb 2, 2022

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	APGT	Restricted Stock Units	Award	$0	+1.1M		$0.00	1.1M	Jan 1, 2022	Common Stock	1.1M		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of Appgate, Inc. common stock.
F2	The restricted stock units vest 100% on January 1, 2022; provided, however, vesting will not be effective until the earliest to occur of (a) the listing of Appgate's common stock on either the NASDAQ or NYSE, (b) a Change in Control as defined in the Appgate, Inc. 2021 Incentive Compensation Plan and (c) December 31, 2022 (the first to occur of (a), (b) or (c), the "Medina Vesting Event"). Any restricted stock units that would have otherwise vested prior to the Medina Vesting Event, but did not vest because the Medina Vesting Event had not occurred as of such time, shall, to the extent the time vesting would have otherwise occurred as of the date of the Medina Vesting Event, immediately be vested on the date of the Medina Vesting Event (and the date of such Medina Vesting Event shall be deemed the vesting date for such restricted stock units) regardless of whether Mr. Medina was in continuous service with Appgate as of the date of the Medina Vesting Event.

Content

Each restricted stock unit represents a contingent right to receive one share of Appgate, Inc. common stock.

The restricted stock units vest 100% on January 1, 2022; provided, however, vesting will not be effective until the earliest to occur of (a) the listing of Appgate's common stock on either the NASDAQ or NYSE, (b) a Change in Control as defined in the Appgate, Inc. 2021 Incentive Compensation Plan and (c) December 31, 2022 (the first to occur of (a), (b) or (c), the "Medina Vesting Event"). Any restricted stock units that would have otherwise vested prior to the Medina Vesting Event, but did not vest because the Medina Vesting Event had not occurred as of such time, shall, to the extent the time vesting would have otherwise occurred as of the date of the Medina Vesting Event, immediately be vested on the date of the Medina Vesting Event (and the date of such Medina Vesting Event shall be deemed the vesting date for such restricted stock units) regardless of whether Mr. Medina was in continuous service with Appgate as of the date of the Medina Vesting Event.