Charles Frumberg - Aug 9, 2021 Form 4 Insider Report for PowerFleet, Inc. (PWFL)

Role: Director
Signature: /s/ Ned Mavrommatis, as Attorney-in-Fact for Charles Frumberg
Stock symbol: PWFL
Transactions as of: Aug 9, 2021
Transactions value $: $0
Form type: 4
Date filed: 8/10/2021, 09:26 PM
Next filing: May 18, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PWFL	Common Stock, par value $0.01 per share	Award	$0	+8.56K	+12.88%	$0.00	75K	Aug 9, 2021	Direct	F1
holding	PWFL	Common Stock, par value $0.01 per share						1.5M	Aug 9, 2021	See footnote	F2

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

Explanation of Responses:

Id	Content
F1	On August 9, 2021 (the "Grant Date"), Charles Frumberg (the "Reporting Person") was granted 8,556 restricted shares of common stock, par value $0.01 per share ("Common Stock"), of PowerFleet, Inc. (the "Company") under the Company's 2018 Incentive Plan, as amended (the "2018 Plan"), in consideration of his services as a director of the Company. Subject to the terms and conditions of a restricted stock award agreement and the 2018 Plan, this award will vest in full on August 9, 2022, provided that the Reporting Person is serving as a director of the Company on such date.
F2	These securities are directly held by (i) Emancipation Capital, LP ("Emancipation LP") and (ii) Emancipation Capital SPV IV LLC ("Emancipation SPV IV"). Emancipation Management LLC ("Emancipation Management") serves as the investment manager of Emancipation LP and Emancipation SPV IV. Emancipation Capital LLC ("Emancipation Capital") is the managing member of Emancipation SPV IV. Mr. Frumberg is the managing member of Emancipation Management and Emancipation Capital. By virtue of the foregoing relationships, the Reporting Person may be deemed to indirectly beneficially own the securities directly held by Emancipation LP and Emancipation SPV IV. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.

Content

On August 9, 2021 (the "Grant Date"), Charles Frumberg (the "Reporting Person") was granted 8,556 restricted shares of common stock, par value $0.01 per share ("Common Stock"), of PowerFleet, Inc. (the "Company") under the Company's 2018 Incentive Plan, as amended (the "2018 Plan"), in consideration of his services as a director of the Company. Subject to the terms and conditions of a restricted stock award agreement and the 2018 Plan, this award will vest in full on August 9, 2022, provided that the Reporting Person is serving as a director of the Company on such date.

These securities are directly held by (i) Emancipation Capital, LP ("Emancipation LP") and (ii) Emancipation Capital SPV IV LLC ("Emancipation SPV IV"). Emancipation Management LLC ("Emancipation Management") serves as the investment manager of Emancipation LP and Emancipation SPV IV. Emancipation Capital LLC ("Emancipation Capital") is the managing member of Emancipation SPV IV. Mr. Frumberg is the managing member of Emancipation Management and Emancipation Capital. By virtue of the foregoing relationships, the Reporting Person may be deemed to indirectly beneficially own the securities directly held by Emancipation LP and Emancipation SPV IV. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.