12/16/2024 | Press release | Distributed by Public on 12/16/2024 17:36
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SPLINTER MICHAEL R 655 CAMPBELL TECHNOLOGY PKWY, STE 150 CAMPBELL, CA 95008 |
X |
/s/ Bill Roeschlein, as attorney-in-fact | 12/16/2024 |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents shares of common stock, par value $0.0001 per share ("Common Stock") issued in lieu of cash compensation in connection with the Reporting Person's service on the Issuer's Board of Directors for the period ending November 23, 2024, pursuant to the Issuer's Independent Director Compensation Policy. |
(2) | Includes (i) 101,626 shares of common stock, par value $0.0001 per share ("Common Stock"), underlying restricted stock units ("RSUs") granted to the reporting person on May 21, 2024, pursuant to the Issuer's 2023 Incentive Plan. The RSUs will vest in full, and an equal number of shares of Common Stock will be deliverable to the reporting person, immediately prior to the Issuer's 2025 Annual Meeting of Stockholders, subject to continued service through such vesting date and (ii) 16,304 shares of Common Stock underlying RSUs granted to the reporting person on August 11, 2023 (the "Grant Date") pursuant to the Issuer's 2023 Incentive Plan. The RSUs will vest in full, and an equal number of shares of Common Stock will be deliverable to the reporting person, on the first anniversary of the Grant Date, subject to continued service through such vesting date. |
(3) | The shares reported are owned by the SPLINTER ROBOOSTOFF REV TRUST UAD 1/23/97, for which the reporting person serves as Trustee and exercises investing authority over such shares. |
(4) | The shares reported are owned by the AMANDA CHRISTINE SPLINTER 2012 IRREVOCABLE TRUST DTD 08/10/2012, for which the reporting person serves as Trustee and exercises investing authority over such shares. |
(5) | The shares reported are owned by the ARCHIE DAVID ROBOOSTOFF 2012 IRREVOCABLE TRUST DTD 08/10/2012, for which the reporting person serves as Trustee and exercises investing authority over such shares. |
(6) | The shares reported are owned by the JOSHUA MICHAEL SPLINTER 2012 IRREVOCABLE TRUST DTD 08/10/2012, for which the reporting person serves as Trustee and exercises investing authority over such shares. |
(7) | The shares reported are owned by the KRISTA DIANE FENSKE 2012 IRREVOCABLE TRUST DTD 08/10/2012, for which the reporting person serves as Trustee and exercises investing authority over such shares. |
Remarks: The transaction herein is being reported late due to inadvertent administrative oversight. |