Richard W. Rew II - Nov 3, 2023 Form 4 Insider Report for Tabula Rasa HealthCare, Inc. (TRHC)

Role: CHIEF LEGAL OFFICER, SECRETARY
Signature: /s/ Brian W. Adams, by Power of Attorney
Stock symbol: TRHC
Transactions as of: Nov 3, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/14/2023, 06:08 PM
Previous filing: Apr 21, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TRHC	Common Stock	Disposed to Issuer		-25.5K	-40%		38.2K	Nov 3, 2023	Direct	F1
transaction	TRHC	Common Stock	Disposed to Issuer		-38.2K	-100%		0	Nov 3, 2023	Direct	F2

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

Richard W. Rew II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Upon the consummation of the merger (the "Merger") contemplated by that certain Agreement and Plan of Merger, by and among Tabula Rasa HealthCare, Inc. (the "Company"), Locke Buyer, LLC and Locke Merger Sub, Inc., dated August 5, 2023 (the "Merger Agreement"), 25,463 outstanding restricted stock units ("RSUs") were cancelled and converted into the right to receive a cash payment of $267,361.50, representing the product obtained by multiplying (x) the aggregate number of shares of common stock of the Company ("Common Stock") underlying the RSUs, by (y) the offer price ($10.50).
F2	Represents 38,194 shares of Common Stock underlying performance stock units ("PSUs") that were vested as of immediately prior to the effective time of the Merger but not yet settled or that automatically vested as a result of the Merger in accordance with their terms and without the exercise of discretion. The PSUs were not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger and converted into the right to receive a cash payment of $401,037, representing the product obtained by multiplying (x) the aggregate number of shares of Common Stock issuable in settlement of the PSUs, by (y) the offer price ($10.50).

Content

Upon the consummation of the merger (the "Merger") contemplated by that certain Agreement and Plan of Merger, by and among Tabula Rasa HealthCare, Inc. (the "Company"), Locke Buyer, LLC and Locke Merger Sub, Inc., dated August 5, 2023 (the "Merger Agreement"), 25,463 outstanding restricted stock units ("RSUs") were cancelled and converted into the right to receive a cash payment of $267,361.50, representing the product obtained by multiplying (x) the aggregate number of shares of common stock of the Company ("Common Stock") underlying the RSUs, by (y) the offer price ($10.50).

Represents 38,194 shares of Common Stock underlying performance stock units ("PSUs") that were vested as of immediately prior to the effective time of the Merger but not yet settled or that automatically vested as a result of the Merger in accordance with their terms and without the exercise of discretion. The PSUs were not previously reported as the number of shares underlying the PSUs was not determinable. Pursuant to the terms of the Merger Agreement, the PSUs were cancelled in the Merger and converted into the right to receive a cash payment of $401,037, representing the product obtained by multiplying (x) the aggregate number of shares of Common Stock issuable in settlement of the PSUs, by (y) the offer price ($10.50).