Aaron Ross - Dec 22, 2023 Form 4 Insider Report for LiveVox Holdings, Inc. (LVOX)

Signature
Aaron Ross
Stock symbol
LVOX
Transactions as of
Dec 22, 2023
Transactions value $
-$1,733,879
Form type
4
Date filed
12/26/2023, 04:30 PM
Previous filing
Nov 13, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LVOX Class A Common Stock Disposed to Issuer -$207K -55.2K -11.91% $3.74 408K Dec 22, 2023 Direct F1
transaction LVOX Class A Common Stock Disposed to Issuer -$1.53M -408K -100% $3.74 0 Dec 22, 2023 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger (the Merger Agreement), dated October 3, 2023, by and among the LiveVox Holdings, Inc., a Delaware corporation (the Company), inContact, Inc., a Delaware corporation (Parent), Laser Bridge Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Merger Subsidiary), and NICE Ltd., a company organized under the laws of the State of Israel (NICE), each share of Class A common stock, par value $0.0001, of the Company (the Company Common Stock) was automatically cancelled, extinguished and converted into the right to receive $3.74, without interest thereon and less any required withholding taxes.
F2 Pursuant to the Merger Agreement each award of time-based restricted stock units (each, an Unvested RSU) that was outstanding and unvested as of immediately prior to December 22, 2023 (the Effective Time) was cancelled and converted into an award under the NICE share incentive plan of time-vesting restricted stock units with respect to a number of American Depositary Shares of NICE, each representing one share of NICE (the NICE ADSs), equal to the product of (i) the number of shares of Company Common Stock subject to such Unvested RSU and (ii) the Equity Award Exchange Ratio (as defined below), rounded to the nearest whole share (each, a Converted NICE RSU). Each Converted NICE RSU will remain subject to the same terms and conditions (including vesting, acceleration and payment schedule) as applied to the corresponding Company RSU immediately prior to the Effective Time.
F3 (continued from Footnote 2.) For purposes of the Merger Agreement, the Equity Award Exchange Ratio is defined as the quotient obtained by dividing (i) $3.74 by (ii) the volume-weighted average closing price of NICE ADSs reported on the Nasdaq for the ten full trading days ending on (and including) the trading day immediately preceding the date on which the Effective Time occurs, rounded to the nearest ten-thousandth.