| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DSPG | Common Stock | Disposed to Issuer | -$2.1M | -95.6K | -100% | $22.00 | 0 | Dec 2, 2021 | Direct | F1 |
| transaction | DSPG | Common Stock | Disposed to Issuer | -$2.27M | -103K | -100% | $22.00 | 0 | Dec 2, 2021 | Direct | F2 |
| transaction | DSPG | Common Stock | Disposed to Issuer | -$2.53M | -115K | -100% | $22.00 | 0 | Dec 2, 2021 | Direct | F3 |
| transaction | DSPG | Common Stock | Disposed to Issuer | -$12.8M | -584K | -100% | $22.00 | 0 | Dec 2, 2021 | Direct | F4 |
Ofer Elyakim 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 Units ("RSU") awards held by Mr. Elyakim, each of which will be accelerated, fully vested and canceled as of immediately prior to the Effective Time of the merger upon a qualifying termination 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 103,195 shares outstanding. |
| F3 | Represents 115,000 accelerated performance-based restricted stock units ("PSUs"). |
| F4 | Represents 583,641 vested RSUs. |
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.