Carl A. Grimstad - Apr 11, 2022 Form 4 Insider Report for Waitr Holdings Inc. (ASAP)

Role
Chief Executive Officer, Director
Signature
/s/ Annette Finch, Attorney-in-Fact
Stock symbol
ASAP
Transactions as of
Apr 11, 2022
Transactions value $
$0
Form type
4
Date filed
4/12/2022, 04:13 PM
Next filing
Jan 4, 2023

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 ASAP Restricted Stock Units (RSUs) - 041122 Award $0 +4M $0.00 4M Apr 11, 2022 Common Stock 4M Direct F4
holding ASAP Stock Options - 010320 9.57M Apr 11, 2022 Common Stock 9.57M $0.37 Direct F1
holding ASAP Restricted Stock Units (RSUs) - 042320 3.13M Apr 11, 2022 Common Stock 3.13M Direct F2
holding ASAP Restricted Stock Units (RSUs) - 042321 3.5M Apr 11, 2022 Common Stock 3.5M Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person's right to purchase the shares of the Issuer's common stock vested and became exercisable as follows: (i) 1/2 of the options vested and became exercisable on January 3, 2021 and (ii) 1/2 of the options vested and became exercisable on January 3, 2022.
F2 Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs shall vest upon the consummation of a Corporate Change (as defined in the Reporting Person's employment agreement), provided that the employment agreement has not been previously terminated; provided further, that, the RSUs shall fully vest upon the termination of the employment agreement by the Reporting Person for Good Reason (as defined therein) or by the Company for reason other than Misconduct (as defined therein).
F3 Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant of 3,500,000 RSUs was made to the Reporting Person on April 23, 2021. The RSUs shall vest in three generally equal installments on the first, second and third anniversaries of January 3, 2022, subject to the Reporting Person's continued employment through the applicable vesting date; provided further, that, the RSUs vest upon (i) a Corporate Change (as defined in the Reporting Person's employment agreement), subject to the Reporting Person's continued employment through the closing of such Corporate Change, (ii) termination by the Reporting Person of the employment agreement for Good Reason (as defined therein), or (iii) termination by the Company of the employment agreement for other than Misconduct (as defined therein).
F4 Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant of 4,000,000 RSUs was made to the Reporting Person on April 11, 2022. The RSUs shall vest in three generally equal installments on the first, second and third anniversaries of such grant date, subject to the Reporting Person's continued employment through the applicable vesting date; provided further, that, the RSUs vest upon (i) a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan), subject to the Reporting Person's continued employment through the closing of such Change in Control, (ii) termination by the Reporting Person of the employment agreement for Good Reason (as defined therein), or (iii) termination by the Company of the employment agreement for other than Misconduct (as defined therein).