Victor Gallo - Oct 20, 2021 Form 4 Insider Report for PlayAGS, Inc. (AGS)

Role
General Counsel, Secretary
Signature
/s/Victor Gallo
Stock symbol
AGS
Transactions as of
Oct 20, 2021
Transactions value $
-$25,458
Form type
4
Date filed
9/30/2022, 08:18 PM
Previous filing
Sep 23, 2021
Next filing
Mar 11, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AGS Common Stock Options Exercise +10.6K +9.67% 120K Sep 27, 2022 Direct F1, F2
transaction AGS Common Stock Tax liability -$25.5K -4.15K -3.47% $6.13 115K Sep 27, 2022 Direct F2, F3

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 AGS Phantom Stock Unit Options Exercise -10.6K -12.5% 73.9K Sep 27, 2022 Common Stock 10.6K Direct F4, F5, F6
transaction AGS Phantom Stock Units Award $0 +42.2K $0.00 42.2K Oct 20, 2021 Common Stock 42.2K Direct F4, F6, F7
transaction AGS Phantom Stock Units Award $0 +42.2K +91.34% $0.00 88.4K Oct 20, 2021 Common Stock 42.2K Direct F4, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of phantom stock was the economic equivalent of one share of PlayAGS, Inc. common stock. The Company settled 100% of these shares of phantom stock for shares of PlayAGS, Inc. common stock.
F2 Excluded from the calculation of the amount of beneficially owned securities are 16,155 unvested restricted stock units held by the reporting person as of transaction date.
F3 Exempt transaction pursuant to Rule 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the vesting of restricted shares, as approved by the Issuer's board of directors in accordance with Rule 16b-3. All of the shares reported as disposed of on this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the settlement of vested restricted shares. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
F4 Each phantom stock unit represents a contingent right to receive one share of PlayAGS common stock or cash.
F5 Each share of phantom stock was the economic equivalent of one share of PlayAGS, Inc. common stock. The Company settled 100% of these shares of phantom stock for shares of PlayAGS, Inc. common stock.
F6 The PSUs vest ratably in equal annual installments on each of the first four anniversaries following 9/21/2021, subject generally to the participant's continued employment through the vesting date.
F7 This late filing is due to an inadvertent administrative error and not any error of the reporting person.
F8 The PSUs vest on the first day that the average closing price per share of the company's common stock for the prior 60 consecutive trading days exceeds $9.06, but only if such achievement occurs prior to 9/21/2025, and if such achievement occurs prior to 9/21/2022, the vesting shall not occur until 9/21/2022, in each case, subject generally to the participant's continued employment through the vesting date.