Mariesa Victoria - 07 Nov 2023 Form 4 Insider Report for AVID TECHNOLOGY, INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
07 Nov 2023, 16:46:23 UTC
Prior SEC filing
13 Oct 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jacob Adams as Attorney-in-Fact for Mariesa Victoria

Key filing fact

Mariesa Victoria filed Form 4 for AVID TECHNOLOGY, INC. on 07 Nov 2023.

Key facts

  • This page summarizes Mariesa Victoria's Form 4 filing for AVID TECHNOLOGY, INC..
  • 4 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 07 Nov 2023, 16:46.

Change

  • Previous filing in this sequence was filed on 13 Oct 2023.
  • Current net transaction value: -$435,207.

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.

AVID transaction

Common Stock

Disposed to Issuer

Transaction value
$62,026
Shares
-2,293
Change %
-14%
Price
$27.05
Shares after
13,796
Date
07 Nov 2023
Ownership
Direct
Footnotes
F1, F2
AVID transaction

Common Stock

Disposed to Issuer

Transaction value
$132,329
Shares
-4,892
Change %
-35%
Price
$27.05
Shares after
8,904
Date
07 Nov 2023
Ownership
Direct
Footnotes
F1, F3, F6
AVID transaction

Common Stock

Disposed to Issuer

Transaction value
$240,853
Shares
-8,904
Change %
-100%
Price
$27.05
Shares after
0
Date
07 Nov 2023
Ownership
Direct
Footnotes
F1, F4

Reported derivative securities

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

AVID transaction Derivative

Performance Rights (Restricted Stock Units)

Disposed to Issuer

Transaction value
Shares
-4,359
Change %
-100%
Price
Shares after
0
Date
07 Nov 2023
Ownership
Direct
Underlying class
Common Stock
Underlying amount
4,359
Exercise price
Footnotes
F1, 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

Mariesa Victoria 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

Pursuant to the Agreement and Plan of Merger, dated as of August 9, 2023 (the "Merger Agreement"), by and among the Issuer, Artisan Bidco, Inc., a Delaware corporation ("Parent"), and Artisan Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), effective November 7, 2023, among other things, Merger Sub merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger").

Footnote F2

Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock ("Common Stock") issued and outstanding immediately prior to the Effective Time was cancelled and automatically converted into the right to receive $27.05 in cash, subject to any required tax withholding in accordance with the terms of the Merger Agreement.

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit ("RSU") award that vested as a result of the consummation of the transactions contemplated by the Merger Agreement ("vested RSU award") was cancelled and, in exchange therefor, each holder of any such cancelled vested RSU award became solely entitled to receive, in consideration of the cancellation of such vested RSU award and in settlement therefor, a payment in cash of an amount equal to the product of (i) the number of RSUs subject to such vested RSU award immediately prior to the Effective Time multiplied by (ii) $27.05 (less any required tax withholdings in accordance with the terms of the Merger Agreement).

Footnote F4

Pursuant to the Merger Agreement, at the Effective Time, each unvested RSU award, including each unvested award of performance-based RSUs, was automatically cancelled and converted solely into the contingent right to receive a cash payment equal to the product of (i) the number of RSUs subject to such unvested RSU award immediately prior to the Effective Time multiplied by (ii) $27.05, with such converted cash award generally subject to the same vesting terms and conditions that applied to the corresponding RSU prior to the Effective Time, with payment forfeited to the extent vesting is not satisfied, except if the holder's service is terminated without cause.

Footnote F5

Represents RSUs from an award in 2023, which vest in equal installments on a performance-based schedule based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index in 2024, 2025 and 2026. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date.

Footnote F6

Pursuant to the change in control provision in the Reporting Person's award of 4,892 RSUs on August 10, 2023, 100% of the RSUs vested at the Effective Time.

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