Lisa G. Wolf - 28 Mar 2022 Form 4 Insider Report for Resonant Inc

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
28 Mar 2022, 11:11:00 UTC
Prior SEC filing
19 Jan 2022
Next SEC filing
03 Oct 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Martin S. McDermut, Attorney-In-Fact

Key filing fact

Lisa G. Wolf filed Form 4 for Resonant Inc on 28 Mar 2022.

Key facts

  • This page summarizes Lisa G. Wolf's Form 4 filing for Resonant Inc.
  • 12 reported transactions and 10 derivative rows are listed below.
  • Accepted by SEC: 28 Mar 2022, 11:11.

Change

  • Previous filing in this sequence was filed on 19 Jan 2022.
  • Current net transaction value: -$1,377,662.

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.

RESN transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
$767,556
Shares
-170,568
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
RESN transaction

Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
$180
Shares
-40
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
By Ms. Wolf's daughter

Reported derivative securities

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

RESN transaction Derivative

Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares
-5,000
Change %
-100%
Price
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
5,000
Exercise price
$7.20
Footnotes
F1
RESN transaction Derivative

Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares
-25,000
Change %
-100%
Price
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
25,000
Exercise price
$5.07
Footnotes
F1
RESN transaction Derivative

Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares
-15,319
Change %
-100%
Price
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
15,319
Exercise price
$4.36
Footnotes
F2
RESN transaction Derivative

Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares
-6,688
Change %
-100%
Price
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
6,688
Exercise price
$4.51
Footnotes
F1
RESN transaction Derivative

Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares
-4,808
Change %
-100%
Price
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
4,808
Exercise price
$4.62
Footnotes
F1
RESN transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$31,190
Shares
-6,931
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
6,931
Exercise price
Footnotes
F3, F4
RESN transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$93,542
Shares
-20,787
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
20,787
Exercise price
Footnotes
F3, F5
RESN transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$133,096
Shares
-29,577
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
29,577
Exercise price
Footnotes
F3, F6
RESN transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$112,500
Shares
-25,000
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
25,000
Exercise price
Footnotes
F3, F7
RESN transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$239,598
Shares
-53,244
Change %
-100%
Price
$4.50
Shares after
0
Date
28 Mar 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
53,244
Exercise price
Footnotes
F3, F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 8 footnotes

Footnote F1

In connection with the Agreement and Plan of Merger, dated February 14, 2022, by and among Murata Electronics North America, Inc., PJ Cosmos Acquisition Company, Inc. and Resonant Inc. (the "Merger Agreement"), this stock option, which is fully vested, was cancelled in the merger.

Footnote F2

In connection with the Merger Agreement, this stock option, which is fully vested, was assumed and converted into a right of the holder to receive, no later than the first payroll date that occurs at least five business days after the closing of the merger, an amount in cash equal to the excess of the per share merger consideration of $4.50 over the exercise price per share of the common stock subject to the stock option multiplied by the total number of shares of common stock subject to such stock option immediately prior to the merger.

Footnote F3

Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock.

Footnote F4

In connection with the Merger Agreement, these restricted stock units, which provided for vesting on December 1, 2022, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the termination of the holder's employment with Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.

Footnote F5

In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 10,394 shares on December 1, 2022 and 10,393 shares on December 1, 2023, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the termination of the holder's employment with Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.

Footnote F6

In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 9,859 shares on each of December 1, 2022, December 1, 2023, and December 1, 2024, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the termination of the holder's employment with Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.

Footnote F7

In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 12,500 shares on each of December 1, 2022 and December 1, 2023, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the termination of the holder's employment with Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.

Footnote F8

In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 13,111 shares on each of December 1, 2022, December 1, 2023, December 1, 2024, and December 1, 2025, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. Upon the termination of the holder's employment with Resonant Inc. immediately following consummation of the merger, these assumed restricted stock units became fully vested and will be settled in cash.

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