Bruce Golden - 23 Aug 2023 Form 4 Insider Report for ForgeRock, Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
25 Aug 2023, 16:24:58 UTC
Prior SEC filing
27 May 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Samuel J. Fleischmann, by Power of Attorney for Bruce Golden

Key filing fact

Bruce Golden filed Form 4 for ForgeRock, Inc. on 25 Aug 2023.

Key facts

  • This page summarizes Bruce Golden's Form 4 filing for ForgeRock, Inc..
  • 3 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 25 Aug 2023, 16:24.

Change

  • Previous filing in this sequence was filed on 27 May 2022.
  • Current net transaction value: -$304,661,397.

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.

FORG transaction

Class A Common Stock

Disposed to Issuer

Transaction value
$287,463
Shares
-12,364
Change %
-100%
Price
$23.25
Shares after
0
Date
23 Aug 2023
Ownership
Direct
Footnotes
F1, F2

Reported derivative securities

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

FORG transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
$297,616,856
Shares
-12,800,725
Change %
-100%
Price
$23.25
Shares after
0
Date
23 Aug 2023
Ownership
By: Accel London III L.P.
Underlying class
Class A Common Stock
Underlying amount
12,800,725
Exercise price
$0.000000
Footnotes
F2, F3, F4
FORG transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
$6,757,078
Shares
-290,627
Change %
-100%
Price
$23.25
Shares after
0
Date
23 Aug 2023
Ownership
By: Accel London Investors 2012 L.P.
Underlying class
Class A Common Stock
Underlying amount
290,627
Exercise price
$0.000000
Footnotes
F2, F3, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 5 footnotes

Footnote F1

Represents shares of Class A common stock that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Project Fortress Merger Sub, Inc. by and into ForgeRock, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 10, 2022, by and among the Issuer, Project Fortress Parent, LLC, and Project Fortress Merger Sub, Inc. (the "Merger Agreement").

Footnote F2

In connection with the Merger, these shares were cancelled and converted into the right to receive a cash payment per share of $23.25, without interest, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").

Footnote F3

Represents shares of Class B common stock that were disposed of at the Effective Time of the Merger pursuant to the Merger Agreement.

Footnote F4

Accel London III Associates L.L.C., or AL3A L.L.C., is the general partner of Accel London III Associates L.P. which is the general partner of Accel London III L.P. and has the sole voting and investment power. Kevin Comolli, Bruce Golden, Hendrik Nelis, and Sonali de Rycker are the managers of AL3A L.L.C. and share voting and investment power over such shares. Such managers and the Reporting Person hereunder disclaim beneficial ownership except to the extent of their pecuniary interest therein.

Footnote F5

AL3A L.L.C. is the general partner of Accel London Investors 2012 L.P. and has the sole voting and investment power. Kevin Comolli, Bruce Golden, Hendrik Nelis, and Sonali de Rycker are the managers of AL3A L.L.C. and share voting and investment power over such shares. Such managers and the Reporting Person hereunder disclaim beneficial ownership except to the extent of their pecuniary interest therein.

SEC remarks

The foregoing descriptions in the footnotes to this Form 4 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.

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