| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -30K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 30K | $5.98 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -15K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 15K | $5.76 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -8K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 8K | $9.71 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -15K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 15K | $9.71 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -8K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 8K | $10.87 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -8K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 8K | $9.44 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -8K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 8K | $13.05 | Direct | F3 |
| transaction | DSPG | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -8K | -100% | $0.00* | 0 | Dec 2, 2021 | Common Stock | 8K | $12.50 | Direct | F3 |
Kenneth Traub is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | The amount reported represents the number of shares of Issuer common stock subject to the Issuer Restricted Stock Unit ("RSU") awards held by Mr. Traub, each of which will be accelerated, fully vested and canceled as of immediately prior to the Effective Time of the merger in exchange for an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares of Issuer common stock subject to the Issuer RSU award by (2) the merger consideration of $22.00 per share. |
| F2 | Represents 59,573 shares outstanding. |
| F3 | Options vest in full and become exercisable as to 100% of the shares subject to the option award on the first anniversary of the date of grant. This option is being canceled as of immediately prior to the Effective Time of the Merger in exchange for an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares of Issuer common stock subject to the option award by (2) the difference between the exercise price of the option and the merger consideration of $22.00 per share. |
This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated August 30, 2021, by and among DSP Group, Inc., a Delaware corporation (the "Issuer"), Synaptics Incorporated, a Delaware corporation ("Parent"), and Osprey Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), the Merger Sub will be merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of the Parent (the "Merger"). A copy of the Merger Agreement is included as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on August 30, 2021.