Ajay Asija - 31 Jan 2025 Form 4 Insider Report for BM Technologies, Inc.

Signature
/s/ Ajay Asija, by Louis Adimando, as attorney-in-fact
Issuer symbol
N/A
Transactions as of
31 Jan 2025
Net transactions value
-$750,000
Form type
4
Filing time
03 Feb 2025, 08:30:09 UTC
Previous filing
16 Apr 2024

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 BMTX Performance-Based Restricted Stock Unit Disposed to Issuer $750,000 -150,000 -100% $5.00 0 31 Jan 2025 Common Stock 150,000 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Ajay Asija is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On January 31, 2025, pursuant to the Agreement and Plan of Merger, dated October 24, 2024 (the "Merger Agreement"), between Issuer, First Carolina Bank ("Parent") and Double Eagle Acquisition Corp., Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with Issuer continuing as the surviving corporation and wholly-owned subsidiary of the Parent (the "Merger").
F2 On January 31, 2025, pursuant to the Merger Agreement, each share of Issuer Restricted Stock Units and Performance-Based Restricted Stock Units, other than certain excluded Issuer stock awards ("Eligible Company Stock Award"), whether or not vested, was automatically cancelled and converted into the right to receive an amount in cash equal to the product of (i) $5.00 and (ii) the total number of shares of Eligible Company Stock Award.
F3 On April 6, 2024, the Reporting Person was granted an award of 150,000 performance-based restricted stock units, each of which represented the right to receive one share of the Issuer's common stock over a three- to five-year performance period ending on February 5, 2029. The portion reported was to vest based upon the Issuer achieving certain levels of market capitalization and EBITDA. In connection with the Merger, the performance-based restricted stock units were cancelled and converted into the right to receive cash in the amount described in footnote 2.