C. Scott Gibson - Aug 4, 2023 Form 4 Insider Report for WIRELESS TELECOM GROUP INC (WTT)

Role
Director
Signature
/s/ Michael Kandell, as Attorney in Fact for Scott Gibson
Stock symbol
WTT
Transactions as of
Aug 4, 2023
Transactions value $
$0
Form type
4
Date filed
8/4/2023, 07:31 PM
Previous filing
Jun 16, 2023
Next filing
May 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WTT Common Stock, par value $0.01 per share Disposed to Issuer -60.7K -100% 0 Aug 4, 2023 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

C. Scott Gibson 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 as of May 24, 2023, by and among the Issuer, Maury Microwave, Inc., a Delaware corporation ("Maury"), and Troy Merger Sub, Inc., a New Jersey corporation wholly-owned by Maury ("Merger Sub"), effective August 4, 2023 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Maury.
F2 Pursuant to the Merger Agreement, at the Effective Time, each share of Issuer common stock, par value $0.01 per share ("Issuer Common Stock"), issued and outstanding immediately prior to the Effective Time, was converted into the right to receive a cash payment of $2.13 per share in cash (the "Merger Consideration), without interest and less applicable withholding taxes.
F3 Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit award that was outstanding, accelerated in full and was cancelled, and each share of Issuer Common Stock that was subject to such award was converted into the right to receive a cash payment of $2.13 per share in cash, without interest and less applicable withholding taxes.