Key facts
- This page summarizes Samuel J. Fleischmann's Form 4 filing for ForgeRock, Inc..
- 4 reported transactions and 3 derivative rows are listed below.
- Accepted by SEC: 25 Aug 2023, 16:36.
Samuel J. Fleischmann - 23 Aug 2023 Form 4 Insider Report for ForgeRock, Inc.
- Reporting relationship
- Chief Legal Officer
- Issuer ticker
- N/A
- Reported as of
- 23 Aug 2023
- Net transaction value
- -$8,711,891
- SEC form
- 4
- Accepted by SEC
- 25 Aug 2023, 16:36:15 UTC
- Prior SEC filing
- 24 May 2023
- Source filing
- View source filing
- Reporting owner signature
- /s/ Samuel J. Fleischmann
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
Samuel J. Fleischmann filed Form 4 for ForgeRock, Inc. on 25 Aug 2023.
Change
- Previous filing in this sequence was filed on 24 May 2023.
- Current net transaction value: -$8,711,891.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
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
- $2,833,059
- Shares
- -121,852
- 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
- $4,021,994
- Shares
- -172,989
- Change %
- -100%
- Price
- $23.25
- Shares after
- 0
- Date
- 23 Aug 2023
- Ownership
- Direct
- Underlying class
- Class B Common Stock
- Underlying amount
- 172,989
- Exercise price
- $3.72
- Footnotes
- F3
FORG
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- $1,162,500
- Shares
- -50,000
- Change %
- -100%
- Price
- $23.25
- Shares after
- 0
- Date
- 23 Aug 2023
- Ownership
- Direct
- Underlying class
- Class B Common Stock
- Underlying amount
- 50,000
- Exercise price
- $7.86
- Footnotes
- F4, F5
FORG
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- $694,338
- Shares
- -29,864
- Change %
- -100%
- Price
- $23.25
- Shares after
- 0
- Date
- 23 Aug 2023
- Ownership
- Direct
- Underlying class
- Class A Common Stock
- Underlying amount
- 29,864
- Exercise price
- $25.00
- Footnotes
- F5, F6
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Samuel J. Fleischmann 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
Represents (i) 9,802 shares of Class A common stock and (ii) 112,050 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, (i) each outstanding share of the Issuer's Class A common stock was canceled 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"); and (ii) each unvested RSU was canceled and converted into the contingent right to receive a cash payment equal to the Merger Consideration per unvested RSU, 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
This option was fully vested at the Effective Time. At the Effective Time, 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 this option and (b) the product of the Merger Consideration and the number of shares subject to this option.
Footnote F4
At the Effective Time, 31,250 shares subject to this option had vested and 18,750 of the shares subject to this option remained unvested.
Footnote F5
At the Effective Time, (i) the vested portion of this option was cancelled 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 cancelled 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 to immediately prior to the Effective Time.
Footnote F6
At the Effective Time, 14,309 of the shares subject to this option had vested and 15,555 of the shares subject to this option remained unvested.
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.