Steven Mark Towe - Jan 5, 2022 Form 4 Insider Report for PowerFleet, Inc. (PWFL)

Role
Chief Executive Officer, Director
Signature
/s/ Ned Mavrommatis, as Attorney-In-Fact for Steve Towe
Stock symbol
PWFL
Transactions as of
Jan 5, 2022
Transactions value $
$0
Form type
4
Date filed
1/10/2022, 03:42 PM
Next filing
Mar 16, 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 +200K $0.00 200K Jan 5, 2022 Direct F1

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 PWFL Employee Stock Options (right to buy) Award $0 +500K $0.00 500K Jan 5, 2022 Common Stock, par value $0.01 per share 500K $4.81 Direct F2
transaction PWFL Employee Stock Options (right to buy) Award $0 +875K $0.00 875K Jan 5, 2022 Common Stock, par value $0.01 per share 875K $10.50 Direct F3
transaction PWFL Employee Stock Options (right to buy) Award $0 +1.25M $0.00 1.25M Jan 5, 2022 Common Stock, par value $0.01 per share 1.25M $14.00 Direct F4
transaction PWFL Employee Stock Options (right to buy) Award $0 +2M $0.00 2M Jan 5, 2022 Common Stock, par value $0.01 per share 2M $21.00 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On January 5, 2022 (the "Grant Date"), Steve Towe (the "Reporting Person") was granted 200,000 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 appointment as the Chief Executive Officer of the Company. Subject to the terms and conditions of a restricted stock award agreement and the 2018 Plan, this award vests as to 25% of such shares on each of the first, second, third and fourth anniversaries of the Grant Date, provided that the Reporting Person is employed by the Company on each such date.
F2 On the Grant Date, as an inducement material to the Reporting Person's entering into employment with the Company, the Reporting Person was granted options to purchase 500,000 shares of Common Stock. Subject to the terms and conditions of a stock option award agreement, this award vests as to 25% of such options on each of the first, second, third and fourth anniversaries of the Grant Date, provided that the Reporting Person is employed by the Company on each such date.
F3 On the Grant Date, as an inducement material to the Reporting Person's entering into employment with the Company, the Reporting Person was granted options to purchase 875,000 shares of Common Stock. Subject to the terms and conditions of a stock option award agreement, this award vests in full if the volume weighted average price of the Common Stock during a consecutive 60 trading day period (the "60 Day VWAP") reaches $10.50 per share, provided that the Reporting Person is employed by the Company on such date.
F4 On the Grant Date, as an inducement material to the Reporting Person's entering into employment with the Company, the Reporting Person was granted options to purchase 1,250,000 shares of Common Stock. Subject to the terms and conditions of a stock option award agreement, this award vests in full if the 60 Day VWAP reaches $14.00 per share, provided that the Reporting Person is employed by the Company on such date.
F5 On the Grant Date, as an inducement material to the Reporting Person's entering into employment with the Company, the Reporting Person was granted options to purchase 2,000,000 shares of Common Stock. Subject to the terms and conditions of a stock option award agreement, this award vests in full if the 60 Day VWAP reaches $21.00 per share, provided that the Reporting Person is employed by the Company on such date.