| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ARC | Common Stock | Tax liability | $0 | -55,000 | -31% | $0.000000 | 122,882 | 22 Nov 2024 | Direct | F1, F2 |
| transaction | ARC | Common Stock | Tax liability | $0 | -12,835 | -10% | $0.000000 | 110,047 | 22 Nov 2024 | Direct | F1, F2 |
| transaction | ARC | Common Stock | Tax liability | $0 | -6,417 | -5.8% | $0.000000 | 103,630 | 22 Nov 2024 | Direct | F1, F2 |
| transaction | ARC | Common Stock | Other | +101,812 | +98% | 205,442 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -91,706 | -45% | $0.000000 | 113,736 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +165,000 | +145% | 278,736 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -160,851 | -58% | $0.000000 | 117,885 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +86,465 | +73% | 204,350 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -84,291 | -41% | $0.000000 | 120,059 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +90,118 | +75% | 210,177 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -76,401 | -36% | $0.000000 | 133,776 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +207,528 | +155% | 341,304 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -148,749 | -44% | $0.000000 | 192,555 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +75,551 | +39% | 268,106 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -65,752 | -25% | $0.000000 | 202,354 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | +165,011 | +82% | 367,365 | 22 Nov 2024 | Direct | F1, F3 | ||
| transaction | ARC | Common Stock | Tax liability | $0 | -139,021 | -38% | $0.000000 | 228,344 | 22 Nov 2024 | Direct | F1, F4 |
| transaction | ARC | Common Stock | Other | -228,344 | -100% | 0 | 22 Nov 2024 | Direct | F1, F5 | ||
| transaction | ARC | Common Stock | Disposed to Issuer | $2,202,421 | -647,771 | -100% | $3.40 | 0 | 22 Nov 2024 | Wijesuriya Family Trust DTD 9/4/2002 | F1, F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ARC | Option (right to buy) | Disposed to Issuer | -101,812 | -100% | 0 | 22 Nov 2024 | Common Stock | 101,812 | $2.65 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -65,000 | -100% | 0 | 22 Nov 2024 | Common Stock | 65,000 | $3.69 | Direct | F1, F8 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -76,048 | -100% | 0 | 22 Nov 2024 | Common Stock | 76,048 | $3.69 | Direct | F1, F8 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -165,000 | -100% | 0 | 22 Nov 2024 | Common Stock | 165,000 | $3.21 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -86,465 | -100% | 0 | 22 Nov 2024 | Common Stock | 86,465 | $3.21 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -90,118 | -100% | 0 | 22 Nov 2024 | Common Stock | 90,118 | $2.25 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -207,528 | -100% | 0 | 22 Nov 2024 | Common Stock | 207,528 | $1.26 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -75,551 | -100% | 0 | 22 Nov 2024 | Common Stock | 75,551 | $2.42 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -165,011 | -100% | 0 | 22 Nov 2024 | Common Stock | 165,011 | $2.21 | Direct | F1, F7 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -76,347 | -100% | 0 | 22 Nov 2024 | Common Stock | 76,347 | $4.75 | Direct | F1, F8 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -98,938 | -100% | 0 | 22 Nov 2024 | Common Stock | 98,938 | $3.65 | Direct | F1, F8 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -46,000 | -100% | 0 | 22 Nov 2024 | Common Stock | 46,000 | $8.89 | Direct | F1, F8 | ||
| transaction | ARC | Employee Stock Option (right to buy) | Disposed to Issuer | -40,283 | -100% | 0 | 22 Nov 2024 | Common Stock | 40,283 | $9.09 | Direct | F1, F8 |
Dilantha Wijesuriya is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | On November 22, 2024, pursuant to the Agreement and Plan of Merger (as amended, the 'Merger Agreement') dated August 27, 2024, by and among ARC Document Solutions, Inc. (the 'Company') TechPrint Holdings, LLC ('Parent'), TechPrint Merger Sub, Inc. ('Merger Sub'), Merger Sub merged with and into the Company (the 'Merger'), with the Company surviving as the surviving corporation ('Surviving Corporation') in the Merger. |
| F2 | Represents shares of Company common stock ('Shares') disposed of to satisfy applicable tax liabilities on unvested restricted stock which, immediately prior to the effective time of the Merger ( Effective Time'), were cancelled and converted into the right to receive a number of Shares equal to the quotient of (i) the number of unvested Shares covered thereby multiplied by $3.40 (the 'Merger Consideration') in cash without interest thereon, less applicable taxes and authorized deductions, divided by (ii) the Merger Consideration, rounded down to the nearest whole Share. |
| F3 | Represents Shares acquired by the Reporting Person, pursuant to the Merger Agreement, immediately prior to the Effective Time in exchange for cancelled and converted vested and unvested options reported herein. |
| F4 | Represents Shares disposed of to satisfy applicable tax liabilities, pursuant to the Merger Agreement, for the cancellation and conversion, immediately prior to the Effective Time, of vested and unvested options reported herein. |
| F5 | Under the Merger Agreement and Rollover Agreement, dated August 27, 2024 by and between Parent and the Company stockholders listed on Schedule A thereto (as amended, the 'Rollover Agreement'), immediately prior to the Effective Time, each of these Shares was exchanged for a common unit of Parent. |
| F6 | Represents Shares which, at the Effective Time, were cancelled and converted into the right to receive the Merger Consideration. |
| F7 | Under the Merger Agreement, immediately prior to the Effective Time, each of these options, whether vested or unvested, was cancelled and converted into the number of Shares equal to the quotient of (i) the product of (a) the amount by which the Merger Consideration exceeds the exercise price per share of such option and (b) the aggregate number of shares issuable upon exercise of such option, less applicable taxes and authorized deductions, divided by (ii) the Merger Consideration, rounded down to the nearest whole share. |
| F8 | Under the Merger Agreement, each of these options, whether vested or unvested, was cancelled without the payment of consideration. |