Steve Rifai - Oct 5, 2021 Form 4 Insider Report for STAMPS.COM INC (STMP)

Role: Chief Sales Officer
Signature: /s/ David M. Zlotchew, Attorney-in-Fact
Stock symbol: STMP
Transactions as of: Oct 5, 2021
Transactions value $: -$16,914,500
Form type: 4
Date filed: 10/7/2021, 02:12 PM
SEC: View on sec.gov

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	STMP	Stock option (right to buy)	Disposed to Issuer	-$2.42M	-10K	-100%	$242.12	0	Oct 5, 2021	Common Stock	10K	$87.88	Direct	F1, F2
transaction	STMP	Stock option (right to buy)	Disposed to Issuer	-$2.69M	-13K	-100%	$207.30	0	Oct 5, 2021	Common Stock	13K	$122.70	Direct	F1, F3
transaction	STMP	Stock option (right to buy)	Disposed to Issuer	-$11.8M	-40K	-100%	$294.96	0	Oct 5, 2021	Common Stock	40K	$35.04	Direct	F1, F4

Showing 1 to 3 of 3 entries

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The securities were disposed of in connection with the acquisition of the Issuer by an affiliate of Thoma Bravo LP (the "Merger").
F2	This option, which had previously fully vested, was canceled in the Merger in exchange for a cash payment of $2,421,200, representing the difference between the exercise price of the options and the market value of the underlying Stamps.com common stock at the effective time of the Merger ($330 per share).
F3	This option, which had previously fully vested, was canceled in the Merger in exchange for a cash payment of $2,694,900, representing the difference between the exercise price of the options and the market value of the underlying Stamps.com common stock at the effective time of the Merger ($330 per share).
F4	This option, which provided for vesting of approximately one-third of the shares on June 3, 2020, and, with respect to the remaining two-thirds of the shares, in 24 approximately equal monthly installments thereafter, was canceled in the Merger in exchange for a cash payment of $11,798,400, representing the difference between the exercise price of the options and the market value of the underlying Stamps.com common stock at the effective time of the Merger ($330 per share).