Paul Edmondson - Jan 1, 2022 Form 4 Insider Report for Arena Group Holdings, Inc. (AREN)

Signature
/s/ Paul Edmondson
Stock symbol
AREN
Transactions as of
Jan 1, 2022
Transactions value $
-$1,227,907
Form type
4
Date filed
9/7/2022, 02:46 PM
Previous filing
Jan 21, 2022
Next filing
Oct 3, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AREN Common Stock Options Exercise +51.7K +541.64% 61.3K Jan 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Disposed to Issuer -$64.7K -735 -1.2% $88.00* 60.5K Jan 7, 2022 Direct F1, F2, F4
transaction AREN Common Stock Disposed to Issuer -$2.64K -30 -7.89% $88.00* 350 Jan 7, 2022 See footnote F1, F2, F5, F6
transaction AREN Common Stock Options Exercise +4.31K +7.12% 64.9K Feb 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Disposed to Issuer -$129K -1.47K -2.27% $88.00* 63.4K Feb 5, 2022 Direct F1, F2, F7
transaction AREN Common Stock Disposed to Issuer -$5.1K -58 -16.57% $88.00* 292 Feb 5, 2022 See footnote F1, F2, F6, F8
transaction AREN Common Stock Options Exercise +4.31K +6.8% 67.7K Mar 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Disposed to Issuer -$64.7K -735 -1.09% $88.00* 67K Mar 2, 2022 Direct F1, F2, F9
transaction AREN Common Stock Disposed to Issuer -$2.55K -29 -9.93% $88.00* 263 Mar 2, 2022 See footnote F1, F2, F6, F10
transaction AREN Common Stock Options Exercise +4.31K +6.44% 71.3K Apr 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Disposed to Issuer -$582K -6.61K -9.27% $88.00* 64.7K Apr 5, 2022 Direct F1, F2, F11
transaction AREN Common Stock Disposed to Issuer -$23.1K -263 -100% $88.00* 0 Apr 5, 2022 See footnote F1, F2, F6, F12
transaction AREN Common Stock Options Exercise +4.31K +6.67% 69K May 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Options Exercise +4.31K +6.25% 73.3K Jun 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Options Exercise +4.31K +5.88% 77.6K Jul 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Tax liability -$354K -32.4K -41.69% $10.95 45.3K Jul 5, 2022 Direct F1, F13
transaction AREN Common Stock Options Exercise +4.31K +9.53% 49.6K Aug 1, 2022 Direct F1, F2, F3
transaction AREN Common Stock Options Exercise +4.31K +8.7% 53.9K Sep 1, 2022 Direct F1, F2, F3

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 AREN Restricted Stock Units Options Exercise $0 -51.7K -33.33% $0.00 103K Jan 1, 2022 Common Stock 51.7K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -4.17% $0.00 99.2K Feb 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -4.35% $0.00 94.9K Mar 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Stock Option (right to buy) Disposed to Issuer -4.55K -100% 0 Mar 18, 2022 Common Stock 4.55K $11.93 Direct F8, F16, F17, F18
transaction AREN Stock Option (right to buy) Award +4.55K 4.55K Mar 18, 2022 Common Stock 4.55K $8.82 Direct F8, F16, F17, F18
transaction AREN Stock Option (right to buy) Disposed to Issuer -220K -100% 0 Mar 18, 2022 Common Stock 220K $10.12 Direct F8, F16, F17, F19
transaction AREN Stock Option (right to buy) Award +220K 220K Mar 18, 2022 Common Stock 220K $8.82 Direct F8, F16, F17, F19
transaction AREN Stock Option (right to buy) Disposed to Issuer -66.5K -100% 0 Mar 18, 2022 Common Stock 66.5K $17.38 Direct F8, F16, F17, F20
transaction AREN Stock Option (right to buy) Award +66.5K 66.5K Mar 18, 2022 Common Stock 66.5K $8.82 Direct F8, F16, F17, F20
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -4.55% $0.00 90.5K Apr 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -4.76% $0.00 86.2K May 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -5% $0.00 81.9K Jun 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Stock Option (right to buy) Award $0 +25K $0.00 25K Jun 6, 2022 Common Stock 25K $10.69 Direct F21
transaction AREN Restricted Stock Units Award $0 +25K $0.00 25K Jun 6, 2022 Common Stock 25K Direct F3, F22
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -5.26% $0.00 77.6K Jul 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -5.56% $0.00 73.3K Aug 1, 2022 Common Stock 4.31K Direct F3, F14, F15
transaction AREN Restricted Stock Units Options Exercise $0 -4.31K -5.88% $0.00 69K Sep 1, 2022 Common Stock 4.31K Direct F3, F14, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 9, 2022, the Company (formerly known as theMaven, Inc.) changed its name to The Arena Group Holdings, Inc., uplisted its common stock to the NYSE American, and began trading under the symbol "AREN."
F2 Effective at 8:00 p.m. Eastern Time on February 8, 2022, the common stock of the Company, par value $0.01 (the "Common Stock"), underwent a reverse split of 1-for-22 (the "Reverse Stock Split"). All amounts of Common Stock and other securities listed herein, and all exercise prices of derivative securities, have been adjusted to reflect the effect of the Reverse Stock Split (even if the listed transaction occurred before the effective date of the Reverse Stock Split). On Table I, the number of shares in Columns 4 and 5 on the second and third rows reflects previously filed transactions that now show their reverse split-adjusted amounts, and Column 5 is corrected to reflect the transaction on the first row of this Form 4 occurring prior to those transactions.
F3 The Reporting Person acquired the shares of Common Stock pursuant to the issuance of vested shares that were originally granted in a Restricted Stock Unit ("RSU") grant dated 2/18/2021. Each RSU represents a contingent right to receive 1 share of the Issuer's common stock.
F4 Repurchase of 735 already vested RSA shares at $88.00 per share on January 7, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder.
F5 Repurchase of 29 already vested RSA shares at $88.00 per share on January 7, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder.
F6 Holdings of Robin Edmondson, the Reporting Person's wife.
F7 Repurchase of 1,470 already vested RSA shares at $88.00 per share on February 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder
F8 Repurchase of 58 already vested RSA shares at $88.00 per share on February 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder
F9 Repurchase of 735 already vested RSA shares at $88.00 per share on March 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder
F10 Repurchase of 29 already vested RSA shares at $88.00 per share on March 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder
F11 Repurchase of 6,608 already vested RSA shares at $88.00 per share on April 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder. This was the final repurchase pursuant to a repurchase agreement between the Issuer and shareholder
F12 Repurchase of 263 already vested RSA shares at $88.00 per share on April 5, 2022 by Issuer pursuant to a repurchase agreement between the Issuer and shareholder. This was the final repurchase pursuant to a repurchase agreement between the Issuer and shareholder
F13 Shares forfeited pursuant to tax withholding.
F14 1/3 of the shares associated with the RSU vest on January 1, 2022, with the balance of shares associated with the RSU vesting in 24 equal monthly installments thereafter (in full shares, rounded as necessary)
F15 The RSU was previously reported as covering 3,414,634 shares (prior to the Reverse Stock Split, which is equal to 155,211 shares post Reverse Stock Split).
F16 Stock Option Repricing Program. On March 18, 2022 (the "Repricing Date"), the Compensation Committee of the Company unanimously approved a one-time repricing of certain stock options (the "Repricing") outstanding under the Company's 2016 Stock Incentive Plan and 2019 Equity Incentive Plan that had an exercise price above $8.82 per share (the "Underwater Stock Options"). As a result of the Repricing, the exercise price of the Underwater Stock Options was set to $8.82 per share, which was the closing sale price of the Company's Common Stock as listed on the NYSE American exchange on March 18, 2022, and which price represented the per share fair market value (the "FMV") on the Repricing Date.
F17 Pursuant to the Repricing, the exercise price was reduced for 294,047 Underwater Stock Options held by the filer, For each of the filer's stock option grants, reporting guidance suggests this should be reported as two transactions to reflect the lowering of the exercise price to $8.82, whereby the Underwater Stock Options are disposed and the Repriced option are acquired.
F18 The option was originally granted on September 18, 2018. The shares of the Company's Common Stock underlying the options vest one-third on September 18, 2019, with the balance vesting monthly over the next 24 months.
F19 The option was originally granted on April 10, 2019. The shares of the Company's Common Stock underlying the options as amended vest one-third on the one year anniversary, with the balance vesting monthly over the next 24 months.
F20 The option was originally granted on February 18, 2021. The shares of the Company's Common Stock underlying the options vest one-third on January 1, 2022, with the balance vesting monthly over the next 24 months.
F21 The option was originally granted on June 6, 2022. The shares of the Company's Common Stock underlying the options vest one-third on June 6, 2023, with the balance vesting monthly over the next 24 months.
F22 The RSU was originally granted on June 6, 2022. The shares of the Company's Common Stock underlying the RSU vest one-third on June 6, 2023, with the balance vesting monthly over the next 24 months.