Key facts
- This page summarizes Ralph C. Derrickson's Form 4 filing for BSQUARE CORP /WA.
- 4 reported transactions and 3 derivative rows are listed below.
- Accepted by SEC: 08 Dec 2023, 16:25.
Ralph C. Derrickson - 08 Dec 2023 Form 4 Insider Report for BSQUARE CORP /WA
- Reporting relationship
- Former Director, CEO&President
- Issuer ticker
- N/A
- Reported as of
- 08 Dec 2023
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 08 Dec 2023, 16:25:21 UTC
- Prior SEC filing
- 26 Oct 2023
- Next SEC filing
- 03 Jan 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Ralph C. Derrickson
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Ralph C. Derrickson filed Form 4 for BSQUARE CORP /WA on 08 Dec 2023.
Change
- Previous filing in this sequence was filed on 26 Oct 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
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.
BSQR
transaction
Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -40,000
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 08 Dec 2023
- Ownership
- Direct
- Footnotes
- F1
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
BSQR
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- $0
- Shares
- -375,000
- Change %
- -100%
- Price
- $0.000000*
- Shares after
- 0
- Date
- 08 Dec 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 375,000
- Exercise price
- $1.97
- Footnotes
- F2
BSQR
transaction
Derivative
Stock Option (right to buy)
Disposed to Issuer
- Transaction value
- $0
- Shares
- -187,500
- Change %
- -100%
- Price
- $0.000000*
- Shares after
- 0
- Date
- 08 Dec 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 187,500
- Exercise price
- $1.97
- Footnotes
- F2
BSQR
transaction
Derivative
Performance Stock Unit
Disposed to Issuer
- Transaction value
- $0
- Shares
- -300,000
- Change %
- -100%
- Price
- $0.000000*
- Shares after
- 0
- Date
- 08 Dec 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 300,000
- Exercise price
- Footnotes
- F3, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Ralph C. Derrickson 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
In connection with that certain Agreement and Plan of Merger by and among Bsquare Corporation (the "Company"), Kontron America, Incorporated, and Kontron MergerSub, Inc., dated as of October 11, 2023 (the "Merger Agreement") and the related tender offer, the Reporting Person became entitled to receive, in respect of each share of the Company's Common Stock, an amount in cash equal to $1.90 (the "Offer Price").
Footnote F2
At the Effective Time (as defined in the Merger Agreement), each Stock Option that is then outstanding and unexercised, whether or not vested and which has a per share exercise price that is more than the Offer Price (each, an "Out of the Money Option"), shall be cancelled without payment of consideration, and all rights with respect to such Out of the Money Option shall terminate as of the Effective Time.
Footnote F3
Each performance stock unit ("PSU") represented a contingent right to receive one share of Issuer common stock. Vesting was to occur upon the later of (i) the date of achievement of applicable performance milestones, or (ii) the service vesting date, which was to vest as to 25% on January 5, 2022, and as to 6.25% on each of April 5, 2022, July 5, 2022, October 5, 2022, January 5, 2023, April 5, 2023, July 5, 2023, October 5, 2023, January 5, 2024, April 5, 2024, July 5, 2024, October 5, 2024 and January 5, 2025, subject to reporting person's continued employment with Issuer through each such date.
Footnote F4
Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each then outstanding and unvested PSU shall be cancelled without payment of consideration, and all rights with respect to such unvested PSU shall terminate as of the Effective Time.