0001104659-22-110355.txt : 20221020 0001104659-22-110355.hdr.sgml : 20221020 20221020174153 ACCESSION NUMBER: 0001104659-22-110355 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221018 FILED AS OF DATE: 20221020 DATE AS OF CHANGE: 20221020 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spruill Yancey L. CENTRAL INDEX KEY: 0001463488 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39056 FILM NUMBER: 221321848 MAIL ADDRESS: STREET 1: 1601 DRY CREEK DRIVE, SUITE 260 CITY: LONGMONT STATE: CO ZIP: 80503 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ping Identity Holding Corp. CENTRAL INDEX KEY: 0001679826 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 812933383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O PING IDENTITY HOLDING CORP. STREET 2: 1001 17TH STREET, SUITE 100 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: (303) 468-2900 MAIL ADDRESS: STREET 1: C/O PING IDENTITY HOLDING CORP. STREET 2: 1001 17TH STREET, SUITE 100 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Roaring Fork Holding, Inc. DATE OF NAME CHANGE: 20160715 4 1 tm2228653-13_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-10-18 1 0001679826 Ping Identity Holding Corp. PING 0001463488 Spruill Yancey L. C/O PING IDENTITY HOLDING CORP. 1001 17TH STREET, SUITE 100 DENVER CO 80202 1 0 0 0 Company Common Stock, $0.001 par value 2022-10-18 4 D 0 30622 28.50 D 0 D Pursuant to the Agreement and Plan of Merger, dated August 2, 2022 (the "Merger Agreement"), by and among Project Polaris Holdings, LP ("Parent"), Project Polaris Merger Sub, Inc. ("Merger Sub") and the Issuer, Merger Sub merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock ("Company Common Stock") issued and outstanding immediately prior to the Merger was automatically cancelled, extinguished and converted into the right to receive $28.50 per share in cash, without interest thereon (the "Per Share Price"). The reported securities include vested restricted stock units ("Company RSUs") of the Issuer which pursuant to the Merger Agreement, were, at the Effective Time, canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the Per Share Price and (ii) the total number of shares of Company Common Stock subject to such Company RSUs as of immediately prior to the Effective Time. /s/ Shalini Sharma, Attorney-in-Fact 2022-10-20