LGL Systems Acquisition Holding Company, LLC - 25 Aug 2021 Form 4 Insider Report for IronNet, Inc.

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
30 Aug 2021, 21:39:13 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Robert LaPenta Jr. Robert LaPenta Jr., Manager

Key filing fact

LGL Systems Acquisition Holding Company, LLC filed Form 4 for IronNet, Inc. on 30 Aug 2021.

Key facts

  • This page summarizes LGL Systems Acquisition Holding Company, LLC's Form 4 filing for IronNet, Inc..
  • 5 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 30 Aug 2021, 21:39.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: +$5,660,000.

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.

IRNT transaction

Common Stock

Award

Transaction value
$5,660,000
Shares
+566,000
Change %
Price
$10.00*
Shares after
566,000
Date
26 Aug 2021
Ownership
Direct
IRNT transaction

Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+2,904,375
Change %
+513%
Price
$0.000000
Shares after
3,470,375
Date
26 Aug 2021
Ownership
Direct
Footnotes
F1

Reported derivative securities

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

IRNT transaction Derivative

Class B Common Stock

Other

Transaction value
$0
Shares
-330,000
Change %
-7.7%
Price
$0.000000
Shares after
3,982,500
Date
25 Aug 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
330,000
Exercise price
Footnotes
F1, F2
IRNT transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
$0
Shares
-1,078,125
Change %
-27%
Price
$0.000000
Shares after
2,904,375
Date
26 Aug 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
1,078,125
Exercise price
Footnotes
F1, F3
IRNT transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-2,904,375
Change %
-100%
Price
$0.000000*
Shares after
0
Date
26 Aug 2021
Ownership
Direct
Underlying class
Common Stock
Underlying amount
2,904,375
Exercise price
Footnotes
F1, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

LGL Systems Acquisition Holding Company, LLC 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 Class B Common Stock is convertible into Class A Common Stock at anytime and automatically converts into Class A Common Stock at the time of the Issuer's initial business combination, in each case, on a one-for-one basis, subject to adjustment. The Class B Common Stock has no expiration date.

Footnote F2

The Reporting Person distributed these shares to certain of its members on a pro rata basis for no consideration.

Footnote F3

Under the terms of the Merger Agreement (defined below), immediately prior to the closing of the Business Combination (defined below), the Reporting Person surrendered and forfeited these shares to LGL Systems Acquisition Corp. ("LGL") for no consideration. From and after such time, the shares were deemed to be cancelled and no longer outstanding.

Footnote F4

The Class B Common Stock automatically converted into the same number of shares of Class A Common Stock on August 26, 2021 pursuant to the Agreement and Plan of Reorganization and Merger, dated as of March 15, 2021, as amended by Amendment No. 1 to Agreement and Plan of Reorganization and Merger, dated as of August 6, 2021 (as so amended, the "Merger Agreement"), by and among LGL, LGL Systems Merger Sub Inc., a wholly owned subsidiary of LGL, and IronNet Cybersecurity, Inc. (the "Business Combination"). Upon the closing of the Business Combination, the Class A Common Stock was renamed Common Stock.

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