Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | KNBE | Class A Common Stock | Disposed to Issuer | -$2.23M | -89.7K | -100% | $24.90 | 0 | Feb 1, 2023 | Direct | F1, F2 |
Robert F. Reich is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
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F1 | Represents restricted stock units ("RSUs") that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Oranje Merger Sub, Inc. ("Merger Sub") with and into KnowBe4, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 11, 2022, by and among the Issuer, Oranje Holdco, LLC and Merger Sub (the "Merger Agreement"). |
F2 | At the Effective Time, the unvested RSUs were canceled and converted into the contingent right to receive a cash payment of $2,233,953, which represents $24.90 per unvested RSU, which will vest and become payable pursuant to the time-based vesting schedule of the unvested RSUs were subject to immediately prior to the Effective Time. |
The foregoing descriptions in notes (1) and (2) are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.