0001628280-21-003019.txt : 20210224 0001628280-21-003019.hdr.sgml : 20210224 20210224134615 ACCESSION NUMBER: 0001628280-21-003019 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210222 FILED AS OF DATE: 20210224 DATE AS OF CHANGE: 20210224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TERINO EDWARD CENTRAL INDEX KEY: 0001185925 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34528 FILM NUMBER: 21671191 MAIL ADDRESS: STREET 1: 17 CANTERBURY ROAD CITY: WINDHAM STATE: NH ZIP: 03087 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZAGG Inc CENTRAL INDEX KEY: 0001296205 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 202559624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 910 WEST LEGACY CENTER WAY STREET 2: SUITE 500 CITY: MIDVALE STATE: UT ZIP: 84047 BUSINESS PHONE: 801-263-0699 MAIL ADDRESS: STREET 1: 910 WEST LEGACY CENTER WAY STREET 2: SUITE 500 CITY: MIDVALE STATE: UT ZIP: 84047 FORMER COMPANY: FORMER CONFORMED NAME: Zagg INC DATE OF NAME CHANGE: 20070301 FORMER COMPANY: FORMER CONFORMED NAME: Amerasia Khan Enterprises Ltd. DATE OF NAME CHANGE: 20040701 4 1 wf-form4_161419236067515.xml FORM 4 X0306 4 2021-02-22 0 0001296205 ZAGG Inc ZAGG 0001185925 TERINO EDWARD C/O ZAGG INC 910 WEST LEGACY CENTER WAY, SUITE 500 MIDVALE UT 84047 1 0 0 0 Common Stock 2021-02-22 4 D 0 30000 D 0 D Common Stock 2021-02-22 4 D 0 27046 D 0 I by GET Advisory Services, LLC At the effective time of the merger contemplated by the Agreement and Plan of Merger, dated as of December 10, 2020, by and among ZAGG Inc (the "Company"), Zephyr Parent, Inc. and Zephyr Merger Sub, Inc. (the "Effective Time"), each issued and outstanding share of common stock of the Company (each, a "Share") held by Edward Terino was converted into the right to receive $4.20 in cash (the "Cash Consideration") and one "PPP Loan Forgiveness Right" representing the contingent right to receive and additional amount, net of certain fees and expenses, contingent upon the satisfaction of certain conditions related to the U.S. Small Business Administration Paycheck Protection Program Loan issued to ZAGG on April 13, 2020, without interest and subject to any applicable withholding taxes. These restricted stock units ("Company RSUs") were previously vested, but Mr. Terino elected to defer payment until separation of service or change in control. At the Effective Time, each outstanding Company RSU was converted into the right to receive the Cash Consideration multiplied by the aggregate number of Shares underlying such Company RSU and an aggregate number of PPP Loan Forgiveness Rights equal to the number of Shares underlying such Company RSU. /s/ EDWARD TERINO 2021-02-22