Darron Ma - 02 Jun 2025 Form 4 Insider Report for Techpoint, Inc. (M-6697)

Reporting relationship: Chief Operating Officer
Issuer ticker: M-6697
Reported as of: 02 Jun 2025
Net transaction value: -$2,263,720
SEC form: 4
Accepted by SEC: 04 Jun 2025, 18:27:51 UTC
Prior SEC filing: 09 May 2025
Source filing: View source filing
Reporting owner signature: /s/ Fumihiro Kozato, Attorney in Fact

Key filing fact

Darron Ma filed Form 4 for Techpoint, Inc. (M-6697) on 04 Jun 2025.

Key facts

This page summarizes Darron Ma's Form 4 filing for Techpoint, Inc. (M-6697).
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 04 Jun 2025, 18:27.

Change

Previous filing in this sequence was filed on 09 May 2025.
Current net transaction value: -$2,263,720.

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

Reporting Owners (1)

CIK 0001990409 Primary reporting owner

Ma Darron

Relationship: Chief Operating Officer
Address: C/O TECHPOINT, INC., 2550 N FIRST ST., #550, SAN JOSE
Signature: /s/ Fumihiro Kozato, Attorney in Fact
Signature date: 02 Jun 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

M-6697 transaction

Common Stock

Disposed to Issuer

Transaction value: $689,880
Shares: -34,494
Change %: -100%
Price: $20.00
Shares after: 0
Date: 02 Jun 2025
Ownership: Direct
Footnotes: F1, F2

M-6697 transaction

Japanese Depositary Shares Representing Equity Stock

Disposed to Issuer

Transaction value: $1,573,840
Shares: -78,692
Change %: -100%
Price: $20.00
Shares after: 0
Date: 02 Jun 2025
Ownership: Direct
Footnotes: F1, F3

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Darron Ma 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

This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of January 15, 2025 (the "Merger Agreement"), by and among the Techpoint, Inc. (the "Company"), ASMedia Technology Inc., a Taiwanese corporation ("Parent"), and Apex Merger Sub Inc., a Delaware corporation, 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 January 15, 2025, pursuant to which the Company became a wholly-owned subsidiary of Parent on June 2, 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 $20.00 in cash (the "Merger Consideration"), without interest, subject to any withholding taxes.

Footnote F2

Includes 22,250 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 automatically converted into a cash award that entitles the holder to receive, if and when vested, a cash payment (less any applicable tax withholdings) equal to: (x) the total number of shares of the Company's common stock represented by such RSU multiplied by (y) the Merger Consideration, with the same terms and conditions (including the vesting schedule) as applied to such RSU.

Footnote F3

Each Japanese Depositary Share represents an ownership interest in one share of the Company's common stock. Pursuant to the Merger Agreement, following the Effective Time and upon liquidation of the trust created under the Listed Foreign Stock Trust Beneficiary Interest Beneficiary Certificate Issuance Trust Agreement and Agreement regarding Issuer dated August 31, 2017 among the Company, Mizuho Securities Co., Ltd., Mitsubishi UFJ Trust and Banking Corporation, and The Master Trust Bank of Japan, Ltd. (together with Mitsubishi UFJ Trust and Banking Corporation, the "Trustees"), each holder of the Company's Japanese Depositary Shares will receive their distribution from the Trustees in accordance with the Trust Agreement.