Steven F. Smith - 05 Jul 2024 Form 4 Insider Report for DecisionPoint Systems, Inc.

Reporting relationship: Chief Executive Officer, Director
Issuer ticker: N/A
Reported as of: 05 Jul 2024
Net transaction value: -$9,385,291
SEC form: 4
Accepted by SEC: 09 Jul 2024, 20:01:45 UTC
Prior SEC filing: 03 Jan 2024
Source filing: View source filing
Reporting owner signature: /s/ Melinda Wohl by Power of Attorney

Key filing fact

Steven F. Smith filed Form 4 for DecisionPoint Systems, Inc. on 09 Jul 2024.

Key facts

This page summarizes Steven F. Smith's Form 4 filing for DecisionPoint Systems, Inc..
3 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 09 Jul 2024, 20:01.

Change

Previous filing in this sequence was filed on 03 Jan 2024.
Current net transaction value: -$9,385,291.

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.

DPSI transaction

Common Stock

Disposed to Issuer

Transaction value: $9,222,068
Shares: -902,355
Change %: -100%
Price: $10.22
Shares after: 0
Date: 05 Jul 2024
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

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

DPSI transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $72,495
Shares: -10,416
Change %: -100%
Price: $6.96
Shares after: 0
Date: 05 Jul 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,416
Exercise price: $3.26
Footnotes: F3

DPSI transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $90,728
Shares: -24,521
Change %: -100%
Price: $3.70
Shares after: 0
Date: 05 Jul 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 24,521
Exercise price: $6.52
Footnotes: F3

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Steven F. Smith is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Pursuant to that certain Agreement and Plan of Merger, dated as of April 30, 2024, by and among DecisionPoint Systems, Inc. (the "Company"), Barcoding Derby Buyer, Inc. ("Parent"), and Derby Merger Sub, Inc. ("MergerCo"), MergerCo merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Company's common stock that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $10.22 per share in cash (the "Merger Consideration"), without interest and subject to any applicable tax withholdings.

Footnote F2

Pursuant to the Merger Agreement, at the Effective Time, the 300,000 outstanding restricted stock units ("RSUs") held by the reporting person vested and were cancelled and automatically converted into the right to receive the Merger Consideration for each share of the Company's common stock subject to the RSUs, subject to any required tax withholdings.

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, all outstanding stock options held by the reporting person were cancelled and automatically converted into the right to receive the product of (a) the aggregate number of shares of the Company's common stock subject to the options, multiplied by (b) the excess, if any, of the Merger Consideration over such option's applicable per share exercise price, subject to any required tax withholdings.