SEC Form 4 · accession 0000899243-18-005536
ConvergeOne Holdings, Inc. · CVON
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Neil Goldberg
Other
Period of report
Feb 22, 2018
Accepted (ET)
Feb 26, 2018 · 6:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001697152
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Feb 22, 2018 | P | 312,500 | $8.00 | A | 312,500 | I | See Footnote |
| Common StockF1,F2,F3 | Feb 22, 2018 | J | 126,250 | $0.00 | A | 438,750 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF1,F2,F3,F4,F5 | $11.50 | Feb 22, 2018 | J | 25,000 | A | Apr 12, 2018 | Feb 22, 2023 | Common Stock | 25,000 | 25,000 | I |
Explanation of responses
- F1Represents receipt of the reporting person's pro rata distribution of the shares of common stock and warrants of the registrant held by Forum Investors I, LLC.
- F2These securities are owned by the NeilGoldberg 1995 Irrevocable Trust of which the person is the trustee.
- F3The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F4The warrant will become exercisable 12 months from the closing of the registrant initial public offering, which occurred on April 12, 2017.
- F5The warrant will expire five years after the completion of that certain Agreement and Plan of Merger, dated as of November 30, 2017, by and among the registrant, FMC Merger Subsidiary Corp., FMC Merger Subsidiary LLC, Old C1 and Clearlake Capital Management III, L.P. in the capacity as the Seller Representative, or earlier upon redemption.
Remarks
Mr. Goldberg resigned as a Director of the registrant effective February 22, 2018.