William Lindsey Logan IV - Mar 22, 2022 Form 4 Insider Report for CREATIVE REALITIES, INC. (CREX)

Role: CFO
Signature: /s/ William Lindsey Logan IV
Stock symbol: CREX
Transactions as of: Mar 22, 2022
Transactions value $: $0
Form type: 4
Date filed: 6/17/2022, 04:17 PM
Next filing: Apr 3, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	CREX	Common Stock						6.07K	Mar 22, 2022	Direct

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	CREX	Stock Option (Right to buy)	Award	$0	+80K		$0.00	80K	Mar 22, 2022	Common Stock	80K	$2.53	Direct	F1
transaction	CREX	Stock Option (right to buy)	Award	$0	+600K		$0.00	600K	Jun 15, 2022	Common Stock	600K	$1.00	Direct	F2

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

Explanation of Responses:

Id	Content
F1	On June 1, 2020, the reporting person was granted an option to purchase 240,000 shares of common stock. The option vests in three equal annual installments based on certain performance criteria for each of the fiscal years ending December 31, 2020, 2021, and 2022. The performance criteria for 2021 have been met, resulting in vesting of the option as to 80,000 shares.
F2	The option becomes exercisable, if at all, based on price per share as follows: 30,000 shares vest at a share target price of $2.00; 60,000 shares vest at a share target price of $3.00; 90,000 shares vest at a share target price of $4.00; 120,000 shares vest at a share target price of $5.00; 150,000 shares vest at a share target price of $6.00; and 150,000 shares vest at the "Guaranteed Price." The "Guaranteed Price" has the meaning as defined in the Agreement and Plan of Merger by and among Reflect Systems, Inc., Creative Realities, Inc., CRI Acquisition Corporation and RSI Exit Corporation dated as of November 12, 2021 (the "Merger Agreement") (as filed with the SEC on Form 8-K dated November 12, 2021) and means (a) $6.40 per share, or (b) $7.20 per share, if and only if, certain customers set forth in the Merger Agreement collectively achieve over 85,000 billable devices online at any time on or before December 31, 2022.

Content

On June 1, 2020, the reporting person was granted an option to purchase 240,000 shares of common stock. The option vests in three equal annual installments based on certain performance criteria for each of the fiscal years ending December 31, 2020, 2021, and 2022. The performance criteria for 2021 have been met, resulting in vesting of the option as to 80,000 shares.

The option becomes exercisable, if at all, based on price per share as follows: 30,000 shares vest at a share target price of $2.00; 60,000 shares vest at a share target price of $3.00; 90,000 shares vest at a share target price of $4.00; 120,000 shares vest at a share target price of $5.00; 150,000 shares vest at a share target price of $6.00; and 150,000 shares vest at the "Guaranteed Price." The "Guaranteed Price" has the meaning as defined in the Agreement and Plan of Merger by and among Reflect Systems, Inc., Creative Realities, Inc., CRI Acquisition Corporation and RSI Exit Corporation dated as of November 12, 2021 (the "Merger Agreement") (as filed with the SEC on Form 8-K dated November 12, 2021) and means (a) $6.40 per share, or (b) $7.20 per share, if and only if, certain customers set forth in the Merger Agreement collectively achieve over 85,000 billable devices online at any time on or before December 31, 2022.