SEC Form 4 · accession 0000899243-18-028150

· EDGW

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Vice President of HR

Period of report

Nov 1, 2018

Accepted (ET)

Nov 5, 2018 · 12:45 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001017968

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Nov 1, 2018	D	44,471	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock option^F2	$4.04	Nov 1, 2018	D	19,500	D	Sep 26, 2013	Sep 26, 2019	Common Stock	19,500	D
Stock option^F2	$4.20	Nov 1, 2018	D	17,500	D	Mar 6, 2014	Mar 6, 2020	Common Stock	17,500	D
Stock option^F2	$6.89	Nov 1, 2018	D	12,500	D	Mar 5, 2015	Mar 5, 2021	Common Stock	12,500	D
Stock option^F2	$6.99	Nov 1, 2018	D	12,500	D	Mar 5, 2016	Mar 5, 2022	Common Stock	12,500	D

F1On November 1, 2018, Edgewater Technology, Inc. (the "Company"), Alithya Group inc. ("New Alithya") and 9374-8572 Delaware Inc., a newly-formed wholly-owned Delaware subsidiary of New Alithya ("U.S. Merger Sub") consummated a transaction under an arrangement agreement (the "Arrangement Agreement") pursuant to which the Company was acquired by New Alithya. Under the terms of the Arrangement Agreement, U.S. Merger Submerged with and into the Company, with the Company as the surviving corporation in the merger (the "Merger") and wholly owned subsidiary of New Alithya. At the effective time of the Merger, each share of the Company's Common Stock was cancelled and converted into the right to receive 1.1918 common shares in the share capital of New Alithya (rounded up to the nearest whole share).
F2These stock options were assumed by New Alithya in the Merger and each share of Common Stock of the Company subject to the option was converted into the option to purchase 1.1918 common shares in the capital of New Alithya for an exercise price equal to the listed exercise price per share, divided by 1.1918, with the same terms and conditions as the original Company stock options.