Statement of Changes in Beneficial Ownership (4)
05 March 2021 - 2:07AM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
COSTELLO KEVIN |
2. Issuer Name and Ticker or Trading Symbol
PRGX GLOBAL, INC.
[
PRGX
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
|
|
(Last)
(First)
(Middle)
600 GALLERIA PARKWAY, SUITE 100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/3/2021 |
|
(Street)
ATLANTA, GA 30339
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
| Common Stock, no par value | 3/3/2021 | | D(1) | | 41079 | D | $7.71 | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Option (right to buy) | $6.25 | 3/3/2021 | | D | | | 35000 | (2) | 3/26/2024 | Common Stock, no par value | 35000 | $1.46 (2) | 0 | D | |
| Stock Option (right to buy) | $6.25 | 3/3/2021 | | D | | | 8750 | (2) | 3/26/2024 | Common Stock, no par value | 8750 | $1.46 (2) | 0 | D | |
| Stock Option (right to buy) | $6.35 | 3/3/2021 | | D | | | 13636 | (2) | 6/25/2024 | Common Stock, no par value | 13636 | $1.36 (2) | 0 | D | |
| Explanation of Responses: |
| (1) | Disposed of pursuant to the Agreement and Plan of Merger dated as of December 24, 2020 (the "Merger Agreement"), by and among PRGX Global, Inc., a Georgia Corporation (the "Company"), Pluto Acquisitionco Inc., a Delaware corporation ("Parent"), and Pluto Merger Sub Inc., a Georgia corporation and wholly owned subsidiary of Parent ("Merger Sub"). |
| (2) | Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding option to purchase Company common stock (each, a "Company Stock Option"), whether vested or unvested, was cancelled and converted into the right to receive a cash payment, without interest, equal to (i) $7.71, less the exercise price per share attributable to such Company Stock Option multiplied by (ii) the total number of shares of Company common stock then issuable upon exercise in full of such Company Stock Options, less any required withholding taxes. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
COSTELLO KEVIN
600 GALLERIA PARKWAY
SUITE 100
ATLANTA, GA 30339 | X |
|
|
|
Signatures
|
| /s/ Victor A. Allums, as Attorney-in-Fact for Kevin Costello | | 3/4/2021 |
| **Signature of Reporting Person | Date |
PRGX Global (NASDAQ:PRGX)
Historical Stock Chart
From Nov 2024 to Dec 2024
PRGX Global (NASDAQ:PRGX)
Historical Stock Chart
From Dec 2023 to Dec 2024
Real-Time news about PRGX Global Inc (NASDAQ): 0 recent articles
More Prgx Global, Inc. News Articles