Key facts
- This page summarizes Matthew Vargas's Form 4 filing for EMCORE CORP.
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 28 Feb 2025, 16:03.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Disposed to Issuer
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Disposed to Issuer
Additional SEC filing notes
Section 16 status
Matthew Vargas is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Footnote F1
This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 7, 2024, by and among EMCORE Corporation (the "Company"), Velocity One Holdings, LP ("Parent"), Aerosphere Power Inc., and Velocity Merger Sub, Inc., a copy of which is filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 8, 2024, pursuant to which the Company became a wholly-owned subsidiary of Parent (the "Merger") on February 28, 2025 (the "Effective Time"). At the Effective Time, each issued and outstanding share of common stock of the Company was converted into the right to receive $3.10 in cash (the "Merger Consideration"), without interest, subject to any withholding taxes.
Footnote F2
Includes 217,907 shares of common stock underlying restricted stock units subject to time-based vesting restrictions ("RSUs"). Pursuant to the Merger Agreement, at the Effective Time, the RSUs were canceled in consideration for the right to receive a lump sum cash payment (less any applicable tax withholdings) equal to the product obtained by multiplying (1) the amount of the Merger Consideration by (2) the total number of shares of common stock represented by such RSUs.
Footnote F3
Pursuant to the Merger Agreement, at the Effective Time, the performance-based restricted stock units ("PSUs") were deemed to have satisfied certain specified performance vesting conditions at 100% of target, with any time-based vesting conditions waived, and were canceled in consideration for the right to receive a lump sum cash payment (less any applicable tax withholdings) equal to the product obtained by multiplying (1) the amount of the Merger Consideration by (2) the total number of shares of common stock represented by such PSUs.