Stillwater Holdings Llc - Oct 18, 2023 Form 4 Insider Report for EMAGIN CORP (EMAN)

Role: 10%+ Owner
Signature: /s/ Christopher Minton, Vice President
Stock symbol: EMAN
Transactions as of: Oct 18, 2023
Transactions value $: -$5,745,551
Form type: 4
Date filed: 10/20/2023, 04:44 PM
Previous filing: Jan 9, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EMAN	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction	-$5.75M	-2.76M	-100%	$2.08	0	Oct 18, 2023	By Flat Creek Fiduciary Management LLC, as Trustee	F1, 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	EMAN	Series B Convertible Preferred Stock	Disposition pursuant to a tender of shares in a change of control transaction		-2.94K	-100%		0	Oct 18, 2023	Common Stock	9.73M		By Flat Creek Fiduciary Management LLC, as Trustee	F1, F2, F3
transaction	EMAN	Series B Convertible Preferred Stock	Disposition pursuant to a tender of shares in a change of control transaction		-1.8K	-100%		0	Oct 18, 2023	Common Stock	5.94M		By Christopher Minton, as Trustee	F1, F2, F4

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

Stillwater Holdings Llc is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On October 18, 2023 (the "Effective Time"), pursuant to the Agreement and Plan of Merger, dated as of May 17, 2023 (the "Merger Agreement") among eMagin Corporation, a Delaware corporation (the "Company"), Samsung Display Co., Ltd., a Korean corporation ("Samsung Display"), and certain subsidiaries thereof, Samsung Display acquired the Company. Pursuant to the Merger Agreement, at the Effective Time, each share of the Company's Common Stock was converted into the right to receive $2.08 per share in cash.
F2	Pursuant to the Merger Agreement, at the Effective Time, each share of the Company's Series B Convertible Redeemable Preferred Stock was converted into the right to receive cash in an amount equal to (x) the total number of shares of the Company's Common Stock issuable upon conversion thereof immediately prior to the Effective Time, multiplied by (y) $2.08 per share. At the Effective Time, the Series B Preferred Stock had a stated value of $1,000 per share and a conversion price of $ 0.3022 per share.
F3	These securities are held by a trust for the benefit of minor beneficiaries of the sole member of Reporting Person with Flat Creek Fiduciary Management LLC as trustee. The sole member of Reporting Person has investment control over such securities, and this report shall not be deemed an admission that Reporting Person is the beneficial owner of these securities except to the extent of its pecuniary interest therein.
F4	These securities are held by a trust for the benefit of minor beneficiaries of the sole member of Reporting Person with Christopher Minton as trustee. The sole member of Reporting Person has investment control over such securities, and this report shall not be deemed an admission that Reporting Person is the beneficial owner of these securities except to the extent of its pecuniary interest therein.