Peter M. Barker - 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, 16:34:59 UTC
Prior SEC filing
03 Aug 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Samuel J. Fleischmann, by Power of Attorney for Peter M. Barker

Key filing fact

Peter M. Barker filed Form 4 for ForgeRock, Inc. on 25 Aug 2023.

Key facts

  • This page summarizes Peter M. Barker's Form 4 filing for ForgeRock, Inc..
  • 3 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 25 Aug 2023, 16:34.

Change

  • Previous filing in this sequence was filed on 03 Aug 2023.
  • Current net transaction value: -$6,355,364.

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
$4,944,578
Shares
-212,670
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

Stock Option (right to buy)

Disposed to Issuer

Transaction value
$339,055
Shares
-14,583
Change %
-100%
Price
$23.25
Shares after
0
Date
23 Aug 2023
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
14,583
Exercise price
$4.83
Footnotes
F3
FORG transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value
$1,071,732
Shares
-46,096
Change %
-100%
Price
$23.25
Shares after
0
Date
23 Aug 2023
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
46,096
Exercise price
$25.00
Footnotes
F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Peter M. Barker 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 restricted stock units ("RSUs") 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

At the Effective Time, each unvested RSU was canceled and converted into the contingent right to receive a cash payment per unvested RSU of $23.25, without interest, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration"), which will vest and become payable pursuant to the time-based vesting schedule that the unvested RSUs were subject to immediately prior to the Effective Time.

Footnote F3

At the Effective Time, all of the remaining shares subject to this option remained unvested. At the Effective Time, this option was canceled and converted into the contingent right to receive a cash payment equal to the difference between (i) the aggregate exercise price of this option and (ii) the product of the Merger Consideration and the number of shares subject to this option, which contingent payment will vest and become payable pursuant to the time-based vesting schedule that the unvested stock options were subject to immediately prior to the Effective Time.

Footnote F4

At the Effective Time, 22,087 of the shares subject to this option had vested and 24,009 of the shares subject to this option remained unvested. At the Effective Time, (i) the vested portion of this option was canceled and converted into the right to receive a cash payment equal to the difference between (a) the aggregate exercise price of the vested portion of this option and (b) the product of the Merger Consideration and the number of shares subject to the vested portion of this option; and (ii) the unvested portion of this option was canceled and converted into the contingent right to receive a cash payment equal to the difference between (a) the aggregate exercise price of the unvested portion of this option and (b) the product of the Merger Consideration and the number of shares subject to the vested portion of this option, which contingent payment will vest and become payable pursuant to the time-based vesting schedule that the unvested portion of the stock option was subject

Footnote F5

(continuation of FN (4)): to immediately prior to the Effective Time.

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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