Steven Austin Trussell - Feb 28, 2023 Form 4 Insider Report for Elevate Credit, Inc. (ELVT)

Role: Chief Financial Officer
Signature: /s/Nelda Bruce, as attorney-in-fact
Stock symbol: ELVT
Transactions as of: Feb 28, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/2/2023, 05:00 PM
Previous filing: May 17, 2022

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	ELVT	Restricted Stock Unit (RSU)	Disposed to Issuer		-215K	-100%		0	Feb 28, 2023	Common Stock	215K		Direct	F1, F2

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

Steven Austin Trussell is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated as of November 16, 2022 (the "Merger Agreement"), by and among Elevate Credit, Inc., ("the Company), PCAM Acquisition Corp ("Parent") and PCAM Merger Sub Corp ("Merger Sub"), the Merger Sub merged with and into the Company ("the Merger") with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, each RSU granted by the Company that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions, and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration.
F2	Pursuant to the Rollover Agreement dated as of February 27, 2023 (the "Rollover Agreement"), among the reporting person and Parent, half of the outstanding RSUs in this grant were cancelled and converted into a right to receive on the vesting date originally applicable to such RSU, subject to the terms applicable to such RSU, shares of Parent. The remaining half of this grant immediately vested in full, free of restrictions, and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 214,592 RSUs on May 15, 2022, vesting in four annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis. For purposes of the Rollover, the reporting person's shares were valued at $1.87 per share.

Content

Pursuant to the Agreement and Plan of Merger, dated as of November 16, 2022 (the "Merger Agreement"), by and among Elevate Credit, Inc., ("the Company), PCAM Acquisition Corp ("Parent") and PCAM Merger Sub Corp ("Merger Sub"), the Merger Sub merged with and into the Company ("the Merger") with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, each RSU granted by the Company that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions, and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration.

Pursuant to the Rollover Agreement dated as of February 27, 2023 (the "Rollover Agreement"), among the reporting person and Parent, half of the outstanding RSUs in this grant were cancelled and converted into a right to receive on the vesting date originally applicable to such RSU, subject to the terms applicable to such RSU, shares of Parent. The remaining half of this grant immediately vested in full, free of restrictions, and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 214,592 RSUs on May 15, 2022, vesting in four annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis. For purposes of the Rollover, the reporting person's shares were valued at $1.87 per share.