Barbara Comstock - 10 Mar 2023 Form 4 Insider Report for Vivint Smart Home, Inc. (VVNT)

Role
Director
Signature
Garner B. Meads, III, as Attorney-in-Fact
Issuer symbol
VVNT
Transactions as of
10 Mar 2023
Transactions value $
-$104,844
Form type
4
Filing time
14 Mar 2023, 21:29:34
Previous filing
03 Jun 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VVNT Class A Common Stock Disposed to Issuer -$105K -8.74K -100% $12.00 0 10 Mar 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VVNT Restricted Stock Units Disposed to Issuer -20.6K -100% 0 10 Mar 2023 Class A Common Stock 20.6K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Barbara Comstock is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On March 10, 2023, NRG Energy, Inc. ("NRG") acquired Vivint Smart Home, Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of December 6, 2022 (the "Merger Agreement") by and among the Issuer, NRG and Jetson Merger Sub, Inc., a wholly owned subsidiary of NRG ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of NRG. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of Class A common stock, par value $0.0001 per share, of the Issuer (the "Common Stock") (other than certain excluded shares) automatically converted into the right to receive $12.00 per share in cash, without interest (the "Merger Consideration").
F2 Each restricted stock unit ("RSU") represented a contingent right to receive one share of Common Stock. The RSUs were to be settled in either Common Stock or cash.
F3 These RSUs, granted on June 1, 2022, provided for vesting on the date of the Issuer's first annual stockholders meeting following the date of grant. Pursuant to the Merger Agreement, immediately prior to the Effective Time, each RSU held by a non-employee director of the Issuer automatically vested and converted into the right to receive the Merger Consideration.