William J. Foote - 02 Jul 2024 Form 4 Insider Report for Inrad Optics, Inc.

Footnote F1

Pursuant to that certain Agreement and Plan of Merger, dated April 8, 2024 (the "Merger Agreement") by and among the Issuer, Luxium Solutions, LLC ("Parent") and Indigo Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, and the Issuer became a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time"). At the Effective Time, each share of the Issuer's Common Stock was automatically converted into the right to receive $1.10 in cash (the "Merger Consideration").

Footnote F2

At the Effective Time, each stock option, whether vested or unvested and which has a per share exercise price that is less than the per share Merger Consideration (each, an "In the Money Option") will be cancelled and automatically converted into the right to receive cash in the amount equal to the product of (i) the amount by which the per share Merger Consideration exceeds the exercise price per share of such In the Money Option and (ii) the total number of shares subject to such In the Money Option, net of applicable withholding.

Footnote F3

At the Effective Time, each stock option that is not an In the Money Option will be cancelled and cease to exist and the reporting person will not be entitled to payment of any consideration.