10/26/2026 | Press release | Distributed by Public on 10/26/2026 14:30
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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 | ||||||||
| Stock Options | $3.95 | 10/23/2026 | J(2) | 21,245 | (3) | 01/20/2027 | Class A Ordinary Shares | 21,245 | (2) | 0 | D | ||||
| Stock Options | $4.93 | 10/23/2026 | J(2) | 21,250 | (4) | 05/22/2028 | Class A Ordinary Shares | 21,250 | (2) | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Chen Hsiao-Chuan C/O PERFECT CORP. 14F, NO.98, MINQUAN RD, XINDIAN DISTRICT NEW TAIPEI CITY 231 |
VP & Head of Fin & Acctg | |||
| /s/ Pin-Jen (Louis) Chen, as attorney-in-fact | 10/26/2026 | |
| **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) | Disposed of pursuant to the going-private transaction involving the issuer in exchange for $2.00 per share in cash. |
| (2) | Canceled pursuant to the going-private transaction involving the issuer, pursuant to which all outstanding options of the issuer were canceled in exchange for an amount equal in cash to the number of shares subject to each option times the excess, if any, of the merger consideration ($2.00 per share) over the applicable exercise price of that option (or for no consideration if the exercise price equaled or exceeded $2.00 per share). |
| (3) | The stock options became exercisable as to 10,622 Class A Ordinary shares on January 21, 2024, 5,311 Class A Ordinary shares on January 21, 2025, and 5,312 Class A Ordinary shares on January 21, 2026. |
| (4) | The stock options became exercisable as to 10,625 Class A Ordinary shares on May 23, 2025 and 5,312 Class A Ordinary shares on May 23, 2026. The stock options will become exercisable as to 5,313 Class A Ordinary shares on May 23, 2027. |
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Remarks: As a result of the going-private transaction involving the issuer, the reporting person is no longer subject to Section 16 in connection with the reporting person's transactions in the equity securities of the issuer and therefore will no longer report any such transactions on Form 4 or Form 5. |
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