Offer Lehmann - 26 May 2023 Form 4 Insider Report for PowerFleet, Inc. (AIOT)

Role: Chief Operating Officer
Signature: /s/ Joaquin Fong, as Attorney-in-Fact for Offer Lehmann
Issuer symbol: AIOT
Transactions as of: 26 May 2023
Net transactions value: $0
Form type: 4
Filing time: 31 May 2023, 18:28:22 UTC
Previous filing: 08 Nov 2022
SEC: View on sec.gov

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	+32,000		$0.000000	32,000	26 May 2023	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	+65,000		$0.000000	65,000	26 May 2023	Common Stock, par value $0.01 per share	65,000	$3.13	Direct	F2
transaction	PWFL	Employee Stock Options (right to buy)	Award	$0	+130,000		$0.000000	130,000	26 May 2023	Common Stock, par value $0.01 per share	130,000	$3.13	Direct	F3

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

Explanation of Responses:

Id	Content
F1	On May 26, 2023 (the "Grant Date"), Offer Lehmann (the "Reporting Person") was granted 32,000 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 for his services as the Chief Operating Officer ("COO") 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 November 2, 2023, November 2, 2024, November 2, 2025 and November 2, 2026, provided that the Reporting Person is employed by the Company on each such date.
F2	On the Grant Date, the Reporting Person was granted options to purchase 65,000 shares of Common Stock in consideration for his services as the COO of the Company. Subject to the terms and conditions of a stock option award agreement, this award vests as to 25% of such options on each of November 2, 2023, November 2, 2024, November 2, 2025 and November 2, 2026, provided that the Reporting Person is employed by the Company on each such date.
F3	On the Grant Date, the Reporting Person was granted options to purchase 130,000 shares of Common Stock in consideration for his services as the COO of the Company. 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 reaches $12.00 per share, provided that the Reporting Person is employed by the Company on such date.