| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AUGX | Common Stock | Disposed to Issuer | -$13.7K | -5.84K | -100% | $2.35 | 0 | Oct 2, 2024 | Direct | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AUGX | Employee Stock Option (right to buy) | Disposed to Issuer | $0 | -50K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 50K | $1.79 | Direct | F2, F3, F6 |
| transaction | AUGX | Employee Stock Option (right to buy) | Disposed to Issuer | $0 | -100K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 100K | $2.48 | Direct | F2, F3, F7 |
| transaction | AUGX | Employee Stock Option (right to buy) | Disposed to Issuer | $0 | -79.7K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 79.7K | $3.00 | Direct | F2, F3, F8 |
| transaction | AUGX | Employee Stock Option (right to buy) | Disposed to Issuer | $0 | -86.7K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 86.7K | $0.86 | Direct | F2, F3, F9 |
| transaction | AUGX | Employee Stock Option (right to buy) | Disposed to Issuer | $0 | -88.4K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 88.4K | $0.64 | Direct | F2, F3, F10 |
| transaction | AUGX | Restricted Stock Units | Disposed to Issuer | $0 | -65.6K | -100% | $0.00 | 0 | Oct 2, 2024 | Common Stock | 65.6K | Direct | F4, F5 |
Jonathan Hawkins is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
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).
| Id | Content |
|---|---|
| F1 | Disposed of in connection with the merger of Augmedix, Inc. ("Augmedix") with and into Anderson Merger Sub, Inc. (the "Merger Sub"), effective October 2, 2024 (the "Merger"), pursuant to the Agreement and Plan of Merger dated as of July 19, 2024, among Augmedix, Commure, Inc., and Merger Sub (the "Merger Agreement"). In connection with the Merger, the shares listed were canceled and converted into the right to receive $2.35 per share, without interest (the "Merger Consideration"), and subject to applicable tax withholdings. |
| F2 | Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each stock option (the "Company Option") that was outstanding, unexercised and vested as of immediately prior to the Effective Time with a per share exercise price ("Per Share Exercise Price") that was less than the Merger Consideration, was cancelled and converted into the right to receive an amount in cash (without interest and less any applicable withholding taxes) equal to the product of (i) the aggregate number of shares of common stock of Augmedix (the "Company Common Stock") underlying such Company Option immediately prior to the Effective Time, and (ii) the excess of (A) the Merger Consideration over (B) the Per Share Exercise Price of such Company Option. Each Company Option that had a Per Share Exercise Price that was equal to or exceeded the amount of the Merger Consideration at the Effective Time was cancelled for no consideration. |
| F3 | Each Company Option that was unvested and had a Per Share Exercise Price that was less than the amount of the Merger Consideration at the Effective Time was replaced with a cash incentive program, which in either case preserves the compensation elements and vesting terms of the Company Option. |
| F4 | Pursuant to the Merger Agreement, at the Effective Time, the restricted stock units were replaced with a cash incentive program, which preserves the compensation elements and vesting terms of the restricted stock units. |
| F5 | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer's common stock. |
| F6 | The option is granted under the Augmedix 2020 Equity Incentive Plan. The option will vest monthly in equal increments over four years starting on the grant date, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| F7 | The option is granted under the Augmedix 2020 Equity Incentive Plan. The option will vest monthly in equal increments for four years starting on March 10, 2022, subject to the Reporting Person's provision of service to the Issuer on each vesting date, and will be fully vested on March 10, 2026. |
| F8 | The options will vest as to 1/48 of the total shares on February 1, 2021, and an additional 1/48 of the options will vest monthly thereafter until the options are fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| F9 | The options vested as to 1/4 of the total shares on April 8, 2020, and an additional 1/48 of the options will vest monthly thereafter until the options are fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |
| F10 | The options vested as to 1/48 of the total shares on May 8, 2019, and an additional 1/48 of the options will vest monthly thereafter until the options are fully vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date. |