SEC Form 4 · accession 0001615774-17-007593
Inspired Entertainment, Inc. · INSE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel B. Silvers
Officer — EVP & Chief Strategy Officer
Period of report
Dec 21, 2017
Accepted (ET)
Dec 26, 2017 · 5:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615063
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 21, 2017 | D | 150,000 | $0.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Dec 21, 2017 | A | 150,000 | A | — | — | Common Stock | 150,000 | 150,000 | D |
Explanation of responses
- F1Daniel B. Silvers and Inspired Entertainment, Inc. (the "Company") agreed to the forfeiture and cancellation of such shares of common stock, which had previously been granted by the Company to Mr. Silvers in the form of restricted stock under the Company's 2016 Long-Term Incentive Plan.
- F2Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock at settlement, subject to the terms and conditions set forth in the award of such RSUs by the Company to Mr. Silvers under the Company's Second Long-Term Incentive Plan ("Second Incentive Plan"). The Company's Second Incentive Plan was approved by the Board of Directors and is pending stockholder approval. All awards thereunder are contingent upon stockholder approval of the Second Incentive Plan.
- F3The RSUs vest on December 31, 2019, or earlier upon the occurrence of a Transformational M&A Transaction, a Change in Control of the Company, or death, disability, termination by the Company without cause or termination by Mr. Silvers with good reason, subject to the terms and conditions set forth in the award agreement and the Second Incentive Plan. Settlement of vested RSUs shall not occur until Mr. Silvers' services with the Company terminate or in the event of his death or disability, or upon a Change in Control.