Tabitha Bailey - 27 Nov 2023 Form 4 Insider Report for AVANTAX, INC.

Reporting relationship: Chief Legal Officer & Corp Sec
Issuer ticker: N/A
Reported as of: 27 Nov 2023
Net transaction value: -$488,462
SEC form: 4
Accepted by SEC: 29 Nov 2023, 15:36:48 UTC
Prior SEC filing: 06 Feb 2023
Next SEC filing: 10 Jan 2025
Source filing: View source filing
Reporting owner signature: /s/ Tabitha T. Bailey

Key filing fact

Tabitha Bailey filed Form 4 for AVANTAX, INC. on 29 Nov 2023.

Key facts

This page summarizes Tabitha Bailey's Form 4 filing for AVANTAX, INC..
3 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 29 Nov 2023, 15:36.

Change

Previous filing in this sequence was filed on 06 Feb 2023.
Current net transaction value: -$488,462.

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.

AVTA transaction

Common Stock

Disposed to Issuer

Transaction value: $248,690
Shares: -9,565
Change %: -100%
Price: $26.00
Shares after: 0
Date: 27 Nov 2023
Ownership: Direct
Footnotes: F1, F2

AVTA transaction

Common Stock

Award

Transaction value: $0
Shares: +9,222
Change %
Price: $0.000000
Shares after: 9,222
Date: 27 Nov 2023
Ownership: Direct
Footnotes: F1, F3

AVTA transaction

Common Stock

Disposed to Issuer

Transaction value: $239,772
Shares: -9,222
Change %: -100%
Price: $26.00
Shares after: 0
Date: 27 Nov 2023
Ownership: Direct
Footnotes: F4

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Tabitha Bailey 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

Pursuant to the Agreement and Plan of Merger, dated as of September 9, 2023 (as may be amended from time to time, the "Merger Agreement") by and among the Issuer, Aretec Group, Inc., a Delaware corporation ("Parent"), and C2023 Sub Corp., a Delaware corporation and a wholly-owned subsidiary of Parent ("Acquisition Sub"), effective November 27, 2023, among other things, Acquisition Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly-owned subsidiary of Parent.

Footnote F2

Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), these shares of the Issuer's common stock ("Common Stock") and restricted stock units of the Issuer that vest solely on the basis of time ("RSUs") were automatically canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the reported number of shares multiplied by (ii) $26.00 (less any required tax withholdings).

Footnote F3

On January 3, 2023, the reporting person was granted 8,477 performance-based restricted stock units ("PSUs"), which were eligible to vest from 0% to 200% at the end of a three-year performance period based on the Issuer's satisfaction of certain performance criteria. Pursuant to the terms of the Merger Agreement, these PSUs vested prior to the Effective Time at 109% of the target level of performance based on the Company's EBITDA and relative total shareholder return measured over the applicable performance period, as adjusted for the Merger.

Footnote F4

Pursuant to the terms of the Merger Agreement, at the Effective Time, these PSUs were automatically canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the number of shares of Common Stock underlying such PSU multiplied by (ii) $26.00 (less any required tax withholdings).