James G. Kelly - Mar 24, 2023 Form 4 Insider Report for EVO Payments, Inc. (EVOP)

Role
CEO, Director
Signature
/s/ Steven J. de Groot, Attorney-in-Fact
Stock symbol
EVOP
Transactions as of
Mar 24, 2023
Transactions value $
$0
Form type
4
Date filed
3/28/2023, 09:06 PM
Previous filing
Mar 15, 2023
Next filing
Oct 25, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EVOP Class A Common Stock Disposed to Issuer -321K -100% 0 Mar 24, 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EVOP Restricted Stock Units Disposed to Issuer -23.5K -100% 0 Mar 24, 2023 Class A Common Stock 23.5K Direct F1, F3
transaction EVOP Restricted Stock Units Disposed to Issuer -38.1K -100% 0 Mar 24, 2023 Class A Common Stock 38.1K Direct F1, F3, F4
transaction EVOP Restricted Stock Units Disposed to Issuer -77.8K -100% 0 Mar 24, 2023 Class A Common Stock 77.8K Direct F1, F3
transaction EVOP Performance Stock Units Disposed to Issuer -72.7K -100% 0 Mar 24, 2023 Class A Common Stock 72.7K Direct F2, F3, F5
transaction EVOP Performance Stock Units Disposed to Issuer -58.3K -100% 0 Mar 24, 2023 Class A Common Stock 58.3K Direct F2, F3, F6
transaction EVOP Options (right to buy) Disposed to Issuer -73.2K -100% 0 Mar 24, 2023 Class A Common Stock 73.2K $25.28 Direct F8
transaction EVOP Options (right to buy) Disposed to Issuer -95.8K -100% 0 Mar 24, 2023 Class A Common Stock 95.8K $25.46 Direct F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James G. Kelly is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 As of the Transaction Date and pursuant to a merger agreement between the Issuer and Global Payments Inc. (the "Merger Agreement"), RSUs were canceled in exchange for a total cash payment of $4,739,022.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $798,558.00 for 23,487 units (which would have vested on the fourth anniversary of 2/28/2020), $1,295,366.00 for 38,099 units, and $2,645,098.00 for 77,797 units (which would have ratably vested on the second and third anniversary of 2/24/2022). Vested shares were also canceled and provided consideration pursuant to the Merger Agreement.
F2 As of the Transaction Date and pursuant to the Merger Agreement, PSUs were canceled in exchange for a total cash payment of $4,456,924.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $2,473,126.00 for 72,739 units and $1,983,798.00 for 58,347 units.
F3 Upon vesting, restricted stock units and performance stock units convert to shares of Issuer common stock on a one-for-one basis.
F4 The RSU grant provided for vesting of 38,099 units on the third anniversary of 2/26/2021.
F5 The PSU grant provided for vesting of 72,739 units on 2/24/2025, subject to satisfying additional performance conditions.
F6 The PSU grant provided for vesting of 58,347 units on 3/31/2025, subject to satisfying additional performance conditions.
F7 The options grant provided for vesting of 95,799 units on the third anniversary of 2/26/2021, subject to satisfying additional performance conditions.
F8 As of the Transaction Date and pursuant to the Merger Agreement, option rights were canceled in exchange for a total cash payment of $1,456,540.82, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $638,417.36 for 73,213 units and $818,123.46 for 95,799 units.