Ramin Sayar - 12 May 2023 Form 4 Insider Report for Sumo Logic, Inc.

Reporting relationship: President and CEO, Director
Issuer ticker: N/A
Reported as of: 12 May 2023
Net transaction value: $0
SEC form: 4
Accepted by SEC: 12 May 2023, 16:05:45 UTC
Prior SEC filing: 16 Mar 2023
Next SEC filing: 30 Jun 2023
Source filing: View source filing
Reporting owner signature: /s/ Katherine Haar, Attorney-in-fact

Filing notes and source

Key filing fact

Ramin Sayar filed Form 4 for Sumo Logic, Inc. on 12 May 2023.

Key facts

This page summarizes Ramin Sayar's Form 4 filing for Sumo Logic, Inc..
7 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 12 May 2023, 16:05.

Change

Previous filing in this sequence was filed on 16 Mar 2023.
Current net transaction value: $0.

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.

SUMO transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -738,797
Change %: -100%
Price
Shares after: 0
Date: 12 May 2023
Ownership: Direct
Footnotes: F1, F2, F3

SUMO transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -2,662
Change %: -100%
Price
Shares after: 0
Date: 12 May 2023
Ownership: See footnote
Footnotes: F3, F4

SUMO transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -7,428
Change %: -100%
Price
Shares after: 0
Date: 12 May 2023
Ownership: See footnote
Footnotes: F3, F5

SUMO transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -7,428
Change %: -100%
Price
Shares after: 0
Date: 12 May 2023
Ownership: See footnote
Footnotes: F3, F5

Reported derivative securities

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

SUMO transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -1,838,422
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 12 May 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,838,422
Exercise price: $1.15
Footnotes: F6

SUMO transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -1,033,805
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 12 May 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,033,805
Exercise price: $2.65
Footnotes: F6

SUMO transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value: $0
Shares: -455,616
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 12 May 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 455,616
Exercise price: $3.68
Footnotes: F6

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 6 footnotes

Footnote F1

Certain of these shares are represented by previously reported restricted stock units ("RSUs"). At the effective time of the merger (the "Effective Time") each issued and outstanding RSU was cancelled and converted into the right to receive an amount equal to $12.05 in cash (the "Per Share Price"), subject to the terms set forth in the Merger Agreement. Following the Effective Time, the cash payments relating to the unvested RSUs are subject to the Reporting Person's continued service with the Company through the applicable vesting dates that would have otherwise applied to the corresponding RSU.

Footnote F2

Includes 3,302 shares acquired under the Issuer's Employee Stock Purchase Plan on May 5, 2023.

Footnote F3

Pursuant to an Agreement and Plan of Merger (the "Merger Agreement") between Serrano Parent, Serrano Merger Sub, Inc., and Sumo Logic (the "Company"), each issued and outstanding share of the Company's common stock was cancelled and converted into the right to receive an amount in cash equal to the Per Share Price.

Footnote F4

These shares are held of record by The Sayar Family Trust, for which the Reporting Person serves as co-trustee.

Footnote F5

Shares are held in trusts for the benefit of each of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Footnote F6

At the Effective Time, each issued and outstanding stock option was cancelled and converted into the right to receive an amount in cash equal to (x) the Per Share Price, over (y) the exercise price per share of such stock option, subject to the terms set forth in the Merger Agreement. Following the Effective Time, the cash payments relating to the unvested shares underlying the stock option are subject to the Reporting Person's continued service with the Company through the applicable vesting dates that would have otherwise applied to the corresponding stock option.