12/19/2025 | Press release | Distributed by Public on 12/19/2025 19:07
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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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Tran Hai 169 INVERNESS DR. W SUITE 300 ENGLEWOOD, CO 80112 |
EVP & CFO | |||
| /s/ Angela Lantzy, attorney-in-fact for Hai Tran | 12/19/2025 | |
| **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 withheld by the Issuer to cover tax withholding obligations upon vesting of a restricted stock award and/or a performance-based restricted stock award. |
| (2) | In connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of October 29, 2025, by and among the Issuer, NEC Corporation and Canvas Transaction Company, Inc. (the "Merger Agreement"), the Board of Directors (or authorized committee thereof) of the Issuer accelerated the vesting of certain restricted stock awards and performance-based restricted stock awards (i) pursuant to the terms of the Merger Agreement or (ii) in connection with tax-planning actions to mitigate adverse tax consequences of Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended. |
| (3) | Represents additional shares of performance-based restricted stock awarded due to level of achievement attained for pre-determined performance objectives. |