Thomas C. Pritchard - Aug 19, 2022 Form 4 Insider Report for Waitr Holdings Inc. (ASAP)

Role: General Counsel
Signature: /s/ Annette Finch, Attorney-in-Fact
Stock symbol: ASAP
Transactions as of: Aug 19, 2022
Transactions value $: -$10,389
Form type: 4
Date filed: 8/23/2022, 04:08 PM
Previous filing: Jul 5, 2022
Next filing: Apr 12, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ASAP	Common Stock	Options Exercise	$0	+133K	+66.23%	$0.00	335K	Aug 19, 2022	Direct
transaction	ASAP	Common Stock	Tax liability	-$10.4K	-32.5K	-9.7%	$0.32	302K	Aug 19, 2022	Direct

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) - 081921	Options Exercise	$0	-133K	-33.33%	$0.00	267K	Aug 19, 2022	Common Stock	133K		Direct	F1
holding	ASAP	Restricted Stock Units (RSUs) - 070120						133K	Aug 19, 2022	Common Stock	133K		Direct	F2
holding	ASAP	Restricted Stock Units (RSUs) - 041122						195K	Aug 19, 2022	Common Stock	195K		Direct	F3

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

Explanation of Responses:

Id	Content
F1	Each RSU represents a contingent right to receive one share of the issuer's common stock or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the grant of 400,000 RSUs shall vest each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of August 19, 2021, beginning on the first anniversary of such date and continuing thereafter, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan).
F2	Each RSU represents a contingent right to receive one share of the issuer's common stock or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the grant of 400,000 RSUs shall vest each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of July 1, 2020, beginning on the first anniversary of such date and continuing thereafter, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan).
F3	Each RSU represents a contingent right to receive one share of the issuer's common stock or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the grant of 195,000 RSUs shall vest each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of April 11, 2022, beginning on the first anniversary of such date and continuing thereafter, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change in Control (as defined in the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan).