Ofer Elyakim - 02 Dec 2021 Form 4 Insider Report for DSP GROUP INC /DE/

Reporting relationship: CEO, Director
Issuer ticker: N/A
Reported as of: 02 Dec 2021
Net transaction value: -$19,744,142
SEC form: 4
Accepted by SEC: 02 Dec 2021, 17:34:03 UTC
Source filing: View source filing
Reporting owner signature: /s/ Ofer Elyakim

Key filing fact

Ofer Elyakim filed Form 4 for DSP GROUP INC /DE/ on 02 Dec 2021.

Key facts

This page summarizes Ofer Elyakim's Form 4 filing for DSP GROUP INC /DE/.
4 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 02 Dec 2021, 17:34.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: -$19,744,142.

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.

DSPG transaction

Common Stock

Disposed to Issuer

Transaction value: $2,103,750
Shares: -95,625
Change %: -100%
Price: $22.00
Shares after: 0
Date: 02 Dec 2021
Ownership: Direct
Footnotes: F1

DSPG transaction

Common Stock

Disposed to Issuer

Transaction value: $2,270,290
Shares: -103,195
Change %: -100%
Price: $22.00
Shares after: 0
Date: 02 Dec 2021
Ownership: Direct
Footnotes: F2

DSPG transaction

Common Stock

Disposed to Issuer

Transaction value: $2,530,000
Shares: -115,000
Change %: -100%
Price: $22.00
Shares after: 0
Date: 02 Dec 2021
Ownership: Direct
Footnotes: F3

DSPG transaction

Common Stock

Disposed to Issuer

Transaction value: $12,840,102
Shares: -583,641
Change %: -100%
Price: $22.00
Shares after: 0
Date: 02 Dec 2021
Ownership: Direct
Footnotes: F4

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 4 footnotes

Footnote F1

The amount reported represents the number of shares of Issuer common stock subject to the Issuer Restricted Stock Units ("RSU") awards held by Mr. Elyakim, each of which will be accelerated, fully vested and canceled as of immediately prior to the Effective Time of the merger upon a qualifying termination in exchange for an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares of Issuer common stock subject to the Issuer RSU award by (2) the merger consideration of $22.00 per share.

Footnote F2

Represents 103,195 shares outstanding.

Footnote F3

Represents 115,000 accelerated performance-based restricted stock units ("PSUs").

Footnote F4

Represents 583,641 vested RSUs.

SEC remarks

This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated August 30, 2021, by and among DSP Group, Inc., a Delaware corporation (the "Issuer"), Synaptics Incorporated, a Delaware corporation ("Parent"), and Osprey Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), the Merger Sub will be merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of the Parent (the "Merger"). A copy of the Merger Agreement is included as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on August 30, 2021.