Andrew S. Pascal - Feb 22, 2023 Form 4 Insider Report for PLAYSTUDIOS, Inc. (MYPS)

Role: Chairman and CEO, Director, 10%+ Owner
Signature: /s/ Joel Agena, Attorney-in-Fact
Stock symbol: MYPS
Transactions as of: Feb 22, 2023
Transactions value $: $0
Form type: 4
Date filed: 2/24/2023, 04:52 PM
Previous filing: Sep 19, 2022
Next filing: Feb 20, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	MYPS	Class B Common Stock						327K	Feb 22, 2023	Direct
holding	MYPS	Class B Common Stock						2.91M	Feb 22, 2023	by Pascal Family Trust
holding	MYPS	Class B Common Stock						9.42M	Feb 22, 2023	by DreamStreet Holdings, LLC
holding	MYPS	Class A Common Stock						406K	Feb 22, 2023	by Pascal Family Trust

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	MYPS	Restricted Stock Units	Award	$0	+1.13M		$0.00	1.13M	Feb 22, 2023	Class A Common Stock	1.13M	$0.00	Direct	F1
holding	MYPS	Stock Options						1.86M	Feb 22, 2023	Class B Common Stock	1.86M	$1.01	Direct	F2
holding	MYPS	Earnout Shares						416K	Feb 22, 2023	Class B Common Stock	416K	$0.00	by Pascal Family Trust	F2, F3
holding	MYPS	Earnout Shares						2.3M	Feb 22, 2023	Class B Common Stock	2.3M	$0.00	by DreamStreet Holdings, LLC	F2, F3
holding	MYPS	Earnout Shares						313K	Feb 22, 2023	Class B Common Stock	313K	$0.00	Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents a grant of unvested Restricted Stock Units. Each Restricted Stock Unit represents the contingent right to receive, upon vesting, one share of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of the Issuer. The Restricted Stock Units will vest in three equal annual installments, with one-third vesting on February 15, 2024, one-third vesting on February 15, 2025, and one-third vesting on February 15, 2026, subject in each case to continued employment with the Company through the applicable vesting date.
F2	Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Upon transfer, each share of Class B Common Stock will convert into a share of Class A Common Stock, subject to certain limited exceptions. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights (noted above) and voting rights. Each share of Class B Common Stock is entitled to twenty votes per share, whereas each share of Class A Common Stock is entitled to one vote per share.
F3	Payable in two equal tranches if the closing price of the Class A Common Stock exceeds $12.50 and $15.00 per share, respectively, for any 20 trading days within any 30-trading day period commencing on or after the 150th day following the closing (the "Closing") of the business combination pursuant to the Agreement and Plan of Merger, dated as of February 1, 2021, by and among Acies Acquisition Corp., Catalyst Merger Sub I, Inc., Catalyst Merger Sub II, LLC, and Old PLAYSTUDIOS, and ending no later than the five-year anniversary of the Closing (the earnout consideration will also vest based on the price targets in connection with a sale of the Issuer).