William D. Green - 24 Nov 2021 Form 4 Insider Report for Inovalon Holdings, Inc.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 24 Nov 2021
Net transaction value: -$4,858,869
SEC form: 4
Accepted by SEC: 29 Nov 2021, 19:54:19 UTC
Prior SEC filing: 04 Oct 2021
Next SEC filing: 05 Jan 2022
Source filing: View source filing
Reporting owner signature: /s/ Kamyar Daneshvar, Attorney-in-Fact for William D. Green

Key filing fact

William D. Green filed Form 4 for Inovalon Holdings, Inc. on 29 Nov 2021.

Key facts

This page summarizes William D. Green's Form 4 filing for Inovalon Holdings, Inc..
2 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 29 Nov 2021, 19:54.

Change

Previous filing in this sequence was filed on 04 Oct 2021.
Current net transaction value: -$4,858,869.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

INOV transaction

Class A Common Stock

Disposed to Issuer

Transaction value: $4,764,364
Shares: -116,204
Change %: -100%
Price: $41.00
Shares after: 0
Date: 24 Nov 2021
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

INOV transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value: $94,505
Shares: -2,305
Change %: -100%
Price: $41.00
Shares after: 0
Date: 24 Nov 2021
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 2,305
Exercise price
Footnotes: F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

William D. Green is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Disposition pursuant to Agreement and Plan of Merger, dated as of August 19, 2021 (the "Merger Agreement") by and among Issuer, Ocala Bidco, Inc., a Delaware corporation ("Parent"), and Ocala Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent.

Footnote F2

In the Merger, each share of Issuer's Class A Common Stock and Class B Common Stock (together, the "Common Stock") issued and outstanding immediately prior to the Merger effective time (but excluding any Rollover Shares (as defined in Issuer's proxy statement), cancelled shares and any dissenting shares) was cancelled and extinguished and automatically converted into and thereafter solely represented the right to receive the merger consideration of $41 per share in cash (the "Merger Consideration") without interest and less any applicable withholding taxes, subject to and in accordance with the terms and conditions of the Merger Agreement.

Footnote F3

Pursuant to the Merger Agreement, immediately prior to the Merger effective time, each unvested award of restricted stock units with respect to shares of Common Stock was cancelled and terminated and converted into the right solely to receive an amount in cash, without interest, equal to the product obtained by multiplying (i) the aggregate number of shares of Common Stock underlying such restricted stock unit award by (ii) the Merger Consideration, less any applicable withholding taxes.