David Lopez - 30 Jun 2025 Form 4 Insider Report for PlayAGS, Inc. (AGS)

Reporting relationship: Chief Executive Officer, Director
Issuer ticker: AGS
Reported as of: 30 Jun 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 02 Jul 2025, 19:42:08 UTC
Prior SEC filing: 24 Apr 2025
Source filing: View source filing
Reporting owner signature: /s/Rob Ziems, Attorney in Fact

Key filing fact

David Lopez filed Form 4 for PlayAGS, Inc. (AGS) on 02 Jul 2025.

Key facts

This page summarizes David Lopez's Form 4 filing for PlayAGS, Inc. (AGS).
4 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 02 Jul 2025, 19:42.

Change

Previous filing in this sequence was filed on 24 Apr 2025.
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

Reporting Owners (1)

CIK 0001357624 Primary reporting owner

Lopez David

Relationship: Chief Executive Officer, Director
Address: 6775 S. EDMOND ST., STE. 300, LAS VEGAS
Signature: /s/Rob Ziems, Attorney in Fact
Signature date: 02 Jul 2025

Reported non-derivative transactions

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

AGS transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -1,004,108
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F1, F2

AGS transaction

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -271,131
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F3, F4

AGS transaction

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -243,691
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F5, F6

Reported derivative securities

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

AGS transaction Derivative

Phantom Stock Units

Disposed to Issuer

Transaction value
Shares: -132,560
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Underlying class: .
Underlying amount: 132,560
Exercise price
Footnotes: F7, F8

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 8 footnotes

Footnote F1

Reflects disposition of PlayAGS, Inc. ("Issuer") common stock, par value $0.01 per share ("Common Stock"), upon the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 8, 2024, by and among Issuer, Bingo Holdings I, LLC, a Delaware limited liability company ("Parent") and an affiliate of Brightstar Capital Partners, and Bingo Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent ("Merger Sub"), including the consummation of the merger (the "Merger") between Issuer and Merger Sub on June 30, 2025.

Footnote F2

At the effective time of the Merger (the "Effective Time"), each share of Common Stock that was outstanding as of immediately prior to the Effective Time was cancelled and ceased to exist and was converted into the right to receive $12.50 in cash, without interest, subject to any withholdings of taxes required by applicable law.

Footnote F3

Reflects disposition of Issuer restricted stock units awards that vested based solely upon continued employment or service (each, a "RSU") upon the consummation of the transactions contemplated by the Merger Agreement, including the consummation of the Merger on June 30, 2025.

Footnote F4

At the Effective Time, each RSU that was outstanding immediately prior to the Effective Time, whether vested or unvested, was cancelled and converted into the right to receive an amount in cash, without interest, equal to (i) the total number of shares of Issuer common stock, par value $0.01 per share, underlying such RSU, multiplied by (ii) $12.50, less applicable tax withholdings.

Footnote F5

Reflects disposition of Issuer restricted stock unit awards that vested based on either solely the achievement of performance goals or both the achievement of performance goals and continued employment or service (each, a "PSU"), the amount of some restricted stock unit awards increased based on the stock price achieved that was greater than the target, upon the consummation of the transactions contemplated by the Merger Agreement, including the consummation of the Merger on June 30, 2025.

Footnote F6

At the Effective Time, each PSU that was outstanding immediately prior to the Effective Time, whether vested or unvested, was cancelled and converted into the right to receive an amount in cash, without interest, equal to (i) the total number of shares of Issuer common stock, par value $0.01 per share, (determined without regard to future employment or service vesting requirements) issuable in settlement of such PSU immediately prior to the Effective Time, multiplied by (ii) $12.50, less applicable tax withholdings.

Footnote F7

At the Effective Time, each PhSU that was outstanding immediately prior to the Effective Time, whether vested or unvested, was cancelled and converted into the right to receive an amount in cash, without interest, equal to (i) the total number of units underlying such PhSU, multiplied by (ii) $12.50, less applicable tax withholdings.

Footnote F8

Reflects disposition of Issuer phantom stock unit awards that vested based solely upon continued employment or service (each, a "PhSU") upon the consummation of the transactions contemplated by the Merger Agreement, including the consummation of the Merger on June 30, 2025.

SEC remarks

The foregoing descriptions in the footnotes to this Form 4 are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.