ROBERT GLASER - 21 Dec 2022 Form 4 Insider Report for REALNETWORKS INC (RNWK)

Role: Chairman and CEO, Director, 10%+ Owner
Signature: /s/ Michael Parham, attorney-in-fact
Issuer symbol: RNWK
Transactions as of: 21 Dec 2022
Transactions value $: $0
Form type: 4
Filing time: 23 Dec 2022, 19:20:13 UTC
Previous filing: 29 Apr 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RNWK	Common Stock	Other	$0	-12,903,088	-100%	$0^*	0	21 Dec 2022	Direct	F1, F2
transaction	RNWK	Preferred Stock	Other	$0	-8,064,516	-100%	$0^*	0	21 Dec 2022	Direct	F1, F2

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

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

Explanation of Responses:

Id	Content
F1	On July 27, 2022, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Greater Heights LLC, a Washington limited liability company ("Parent"), Greater Heights Acquisition LLC, a Washington limited liability company and wholly owned subsidiary or Parent ("Merger Sub") and, exclusively for purposes specified in the Merger Agreement, Robert Glaser, an individual resident of Washington ("Parent Guarantor"). Pursuant to the Merger Agreement, on December 21, 2022, Merger Sub merged with and into the Company, and the Merger Sub continued as the surviving corporation and as a wholly owned subsidiary of Parent (the "Merger"), under the name "RealNetworks LLC".
F2	In connection with the Merger, these shares were cancelled and retired and ceased to exist and no consideration was exchanged therefor.

Content

On July 27, 2022, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Greater Heights LLC, a Washington limited liability company ("Parent"), Greater Heights Acquisition LLC, a Washington limited liability company and wholly owned subsidiary or Parent ("Merger Sub") and, exclusively for purposes specified in the Merger Agreement, Robert Glaser, an individual resident of Washington ("Parent Guarantor"). Pursuant to the Merger Agreement, on December 21, 2022, Merger Sub merged with and into the Company, and the Merger Sub continued as the surviving corporation and as a wholly owned subsidiary of Parent (the "Merger"), under the name "RealNetworks LLC".

In connection with the Merger, these shares were cancelled and retired and ceased to exist and no consideration was exchanged therefor.

Remarks:

The foregoing descriptions in notes (1) and (2) are qualified in their entirety by reference to the terms of the Merger Agreement.