| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MITK | Common Stock | Award | $0 | +120K | $0.00 | 120K | Apr 25, 2025 | Direct | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MITK | Performance Restricted Stock Units | Award | $0 | +361K | $0.00 | 361K | Apr 25, 2025 | Common Sock | 361K | Direct | F2, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | Represents restricted stock units granted on April 25, 2025 (the "RSUs"). Shares subject to the award vest as follows: 25% shall vest on the first anniversary of the date of grant and thereafter an additional 25% shall vest on each subsequent anniversary of the grant date. The RSUs were granted pursuant to an inducement award agreement outside of the Issuer's Amended and Restated 2020 Incentive Plan (the "2020 Plan") as a material inducement to the reporting person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4). |
| F2 | Represents 360,576 performance restricted stock units (the "Performance RSUs") granted on April 25, 2025. The Performance RSUs vest based upon the achievement of certain performance criteria over the three-year period following the date of grant (each such year, a "Performance Period"). Performance criteria is measured on both an annual and cumulative basis as described below. 360,576 of the Performance RSUs vest if certain at-target performance criteria is met (the "At-Target Performance RSUs") and 360,576 of the Performance RSUs vest if certain above-target performance criteria is met (the "Above-Target Performance RSUs"). The Performance RSUs were granted pursuant to an inducement award agreement outside of the 2020 Plan as a material inducement to the reporting person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4). |
| F3 | With respect to the Performance RSUs, the annual performance criteria for each annual Performance Period shall be for the percentage increase in value of the Issuer's common stock to meet or exceed the percentage increase in value of the Russell 2000 Index over the applicable annual Performance Period. |
| F4 | Up to 33% of the Performance RSUs shall vest on each one-year anniversary of the date of grant if the annual performance criteria for the applicable Performance Period has been met. For the Issuer's common stock performance between 75% through 100% of the performance of the Russell 2000 Index, a pro-rata portion of the Performance RSUs will vest. |
| F5 | For the purposes of determining the percentage increase in value of the Issuer's common stock and the Russell 2000 Index, a hypothetical investment of $100 will be made in both the Issuer's common stock and the Russell 2000 Index with a purchase price equal to the average closing price of each for the 20-trading days immediately preceding the start of the applicable Performance Period. At the end of the applicable Performance Period, the value of the hypothetical investments shall be determined by assuming the sale of each based on the average closing price of each from the immediately preceding 20-trading days. The percentage change shall be determined by comparing the increase in value to the starting investment of $100. |