Jeffrey Sagansky - 22 Oct 2024 Form 4 Insider Report for Sharecare, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
25 Oct 2024, 06:08:45 UTC
Prior SEC filing
18 Jun 2024
Next SEC filing
23 Oct 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Christie J. Miller, Attorney-in-Fact for Reporting Person

Key filing fact

Jeffrey Sagansky filed Form 4 for Sharecare, Inc. on 25 Oct 2024.

Key facts

  • This page summarizes Jeffrey Sagansky's Form 4 filing for Sharecare, Inc..
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 25 Oct 2024, 06:08.

Change

  • Previous filing in this sequence was filed on 18 Jun 2024.
  • 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

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.

SHCR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-927,011
Change %
-100%
Price
Shares after
0
Date
22 Oct 2024
Ownership
Direct
Footnotes
F1

Reported derivative securities

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

SHCR transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$0
Shares
-328,720
Change %
-100%
Price
$0.000000
Shares after
0
Date
22 Oct 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
328,720
Exercise price
Footnotes
F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 2 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among Sharecare, Inc. ("Sharecare"), Impact Acquiror Inc., a Delaware corporation ("Parent") and Impact Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub 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 Sharecare common stock, par value $0.0001 ("Company Common Stock"), reported in this row was converted into the right to receive a cash payment (without interest and subject to applicable taxes) equal to the per share merger consideration of $1.43 (the "Merger Consideration"). As a result of the Merger, Reporting Person no longer beneficially owns, directly or indirectly, any shares of Company Common Stock.

Footnote F2

Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit of Reporting Person ("Company RSU Award") was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of multiplying (A) the number of shares of Company Common Stock subject to the Company RSU Award immediately prior to the Effective Time by (B) the Merger Consideration.

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