Anthony C. J. Fernando - 22 Aug 2024 Form 4 Insider Report for ASENSUS SURGICAL, INC.

Footnote F1

The reported securities were disposed of pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 6, 2024, by and among Asensus Surgical, Inc., a Delaware corporation ("Asensus"), KARL STORZ Endoscopy-America, Inc., a California corporation ("Parent"), and Karl Storz California Inc., a California corporation ("Merger Sub"), pursuant to which Merger Sub merged with and into Asensus with Asensus as the surviving corporation of the merger (the "Merger"). Upon the effective time of the Merger, the reporting person received $0.35 in cash, without interest and less applicable withholding taxes for each share of common stock.

Footnote F2

The reported securities include 412,300 shares of common stock issued upon the acceleration and vesting of performance-based restricted stock units.

Footnote F3

Upon the closing of the Merger, these equity awards are cancelled and converted into the contingent right to receive a cash payment of $0.09 per underlying share of common stock only upon satisfaction of all vesting conditions.

Footnote F4

Each restricted stock unit ("RSU") represents the right to receive one share of the Registrant's common stock.

Footnote F5

Upon the closing of the Merger, these equity awards are cancelled and converted into the contingent right to receive a cash payment of $0.35 per underlying share of common stock only upon satisfaction of all vesting conditions.

Footnote F6

Each performance-based restricted stock unit ("PRSU") represents the right to acquire one share of the Registrant's common stock.