Benjamin Lerer - Jan 25, 2022 Form 4 Insider Report for Casper Sleep Inc. (CSPR)

Role
Director
Signature
/s/ Michael Monahan, Attorney-in-Fact for Benjamin Lerer
Stock symbol
CSPR
Transactions as of
Jan 25, 2022
Transactions value $
-$9,144,784
Form type
4
Date filed
1/26/2022, 03:14 PM
Previous filing
Jun 14, 2021
Next filing
Dec 16, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CSPR Common Stock Disposed to Issuer -$230K -33.4K -100% $6.90 0 Jan 25, 2022 Direct F1, F2
transaction CSPR Common Stock Disposed to Issuer -$8.91M -1.29M -100% $6.90 0 Jan 25, 2022 See Footnotes F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Benjamin Lerer is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2021 (the "Merger Agreement"), by and among Casper Sleep Inc. (the "Issuer"), Marlin Parent, Inc. and Marlin Merger Sub, Inc. ("Merger Sub"). On January 25, 2022, upon the closing of the merger of Merger Sub with and into the Issuer (the "Merger") contemplated by the Merger Agreement, each share of common stock of the Issuer, par value $0.000001 per share, was cancelled and automatically converted into the right to receive an amount in cash equal to $6.90 (the "Merger Consideration"), without interest, subject to applicable withholding taxes.
F2 In accordance with the Merger Agreement, each restricted stock unit award ("RSU Award") of the Issuer outstanding immediately prior to the effective time of the Merger (whether vested or unvested) was cancelled and converted into the right to receive an amount in cash, subject to applicable withholding taxes, equal to the Merger Consideration multiplied by the number of shares of Issuer common stock subject to such RSU Award.
F3 Includes (i) 159,892 shares held by Lerer Hippeau Ventures CS, LLC ("Lerer CS"), (ii) 929,439 shares held by Lerer Ventures III, LP ("LV III"), (iii) 73,403 shares held by Lerer Ventures III-A, LLC ("LV III-A"), (iv) 56,773 shares held by Lerer Hippeau Ventures III-B, LP ("LV III-B" and together with LV III and LV III-A, the "LV III Entities") and (v) 72,430 shares held by Lerer Hippeau Ventures Select Fund, LP ("Lerer Select Fund").
F4 Lerer Hippeau Ventures CS Manager LLC is the manager of Lerer CS. Lerer Ventures III GP, LLC is the general partner of each of the LV III Entities. Lerer Hippeau Ventures Select Fund GP, LLC is the general partner of Lerer Select Fund. The Reporting Person is a managing partner of Lerer Hippeau Ventures, a manager of Lerer Hippeau Ventures CS Manager LLC, a manager of Lerer Ventures III GP, LLC and a managing member of Lerer Hippeau Ventures Select Fund GP, LLC. As a result, the Reporting Person may be deemed to share voting and dispositive powers over the shares held each of the foregoing entities. The Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any.

Remarks:

Exhibit 24 - Power of Attorney.