David S. Rosenblatt - Oct 27, 2022 Form 4 Insider Report for TWITTER, INC. (TWTR)

Role
Director
Signature
/s/ David Rosenblatt
Stock symbol
TWTR
Transactions as of
Oct 27, 2022
Transactions value $
$0
Form type
4
Date filed
10/31/2022, 08:58 PM
Previous filing
Jun 27, 2022
Next filing
Mar 16, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TWTR Common Stock Disposed to Issuer $0 -112K -100% $0.00* 0 Oct 27, 2022 See footnote F1, F2
transaction TWTR Common Stock Disposed to Issuer $0 -5.95K -100% $0.00* 0 Oct 27, 2022 See footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

David S. Rosenblatt is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated April 25, 2022, by and among the Issuer, X Holdings I, Inc., a Delaware corporation ("Parent"), X Holdings II, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent ("Acquisition Sub"), and, solely for the purpose of certain provisions of the Merger Agreement, Elon R. Musk, on October 27, 2022 (the "Closing Date"), Acquisition Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. Parent is wholly owned by Mr. Musk. In connection with the Merger, these shares were cancelled and converted into the right to receive $54.20 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").
F2 87,460 shares are held by the Reporting Person and spouse in a tenants in common holding account.
F3 Unvested Restricted Stock Units of the Issuer ("Issuer RSUs"), as of immediately prior to the Closing Date, were cancelled and converted into the right to receive the Merger Consideration.