0000899243-20-027272.txt : 20201005 0000899243-20-027272.hdr.sgml : 20201005 20201005165023 ACCESSION NUMBER: 0000899243-20-027272 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201001 FILED AS OF DATE: 20201005 DATE AS OF CHANGE: 20201005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bobrinskoy Charles K CENTRAL INDEX KEY: 0001444467 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52170 FILM NUMBER: 201224218 MAIL ADDRESS: STREET 1: C/O INNERWORKINGS, INC. STREET 2: 600 WEST CHICAGO AVENUE, SUITE 850 CITY: CHICAGO STATE: IL ZIP: 60654 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INNERWORKINGS INC CENTRAL INDEX KEY: 0001350381 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 205997364 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 203 NORTH LASALLE STREET 2: SUITE 1800 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 312-642-3700 MAIL ADDRESS: STREET 1: 203 NORTH LASALLE STREET 2: SUITE 1800 CITY: CHICAGO STATE: IL ZIP: 60601 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-10-01 1 0001350381 INNERWORKINGS INC INWK 0001444467 Bobrinskoy Charles K 203 NORTH LASALLE ST. SUITE 1800 CHICAGO IL 60601 1 0 0 0 Common Stock 2020-10-01 4 D 0 211262 D 0 D Common Stock (Restricted Stock Units) 2020-10-01 4 D 0 38344 D 0 D Stock Options (right to buy) 8.66 2020-10-01 4 D 0 11160 D 2021-07-01 Common Stock 11160 0 D Pursuant to an Agreement and Plan of Merger, dated July 15, 2020 (the "Merger Agreement"), by and among HH Global Group Limited, a company registered in England and Wales ("Parent"), HH Finance Group Limited, a company registered in England and Wales ("Parent"), Project Idaho Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub") and InnerWorkings, Inc., a Delaware corporation (the "Registrant"), effective as of the effective time of the merger of Merger Sub with and into the Registrant (the "Merger"), these shares of the Registrant's common stock were canceled and converted into the right to receive $3.00 in cash per share (the "Merger Consideration"). Pursuant to the terms of the Merger Agreement, in each case at the Effective Time, these restricted stock units were automatically fully vested and cancelled and, in exchange therefor, the reporting person became entitled to the right to receive an amount in cash equal to the product of (i) the number of shares subject to such restricted stock unit award multiplied by (ii) the Merger Consideration, reduced by the amount of any withholding taxes. Restricted stock units granted on June 9, 2020 that were to vest on June 9, 2021. Pursuant to the terms of the Merger Agreement, in each case at the Effective Time, these stock options were automatically fully vested and cancelled and, in exchange therefor, the reporting person became entitled to the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such stock option multiplied by (ii) the excess, if any, of (A) the Merger Consideration over (B) the exercise price per share of such stock option, reduced by the amount of any withholding taxes. Represents option for 11,160 shares granted on July 1, 2011. /s/ Oren B. Azar, by Attorney-in-Fact 2020-10-05