0000899243-22-024293.txt : 20220627
0000899243-22-024293.hdr.sgml : 20220627
20220627211237
ACCESSION NUMBER: 0000899243-22-024293
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220622
FILED AS OF DATE: 20220627
DATE AS OF CHANGE: 20220627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Schuh William
CENTRAL INDEX KEY: 0001878508
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38698
FILM NUMBER: 221046322
MAIL ADDRESS:
STREET 1: 50 HAWTHORNE STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Anaplan, Inc.
CENTRAL INDEX KEY: 0001540755
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 270897861
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 50 HAWTHORNE STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 415-742-8199
MAIL ADDRESS:
STREET 1: 50 HAWTHORNE STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-06-22
1
0001540755
Anaplan, Inc.
PLAN
0001878508
Schuh William
C/O ANAPLAN, INC.
50 HAWTHORNE STREET
SAN FRANCISCO
CA
94105
0
1
0
0
Chief Revenue Officer
Common Stock
2022-06-22
4
A
0
10932
A
37372
D
Common Stock
2022-06-22
4
D
0
37372
D
0
D
Restricted Stock Units
2022-06-22
4
D
0
53847
63.75
D
Common Stock
53847
0
D
Restricted Stock Units
2022-06-22
4
D
0
38030
63.75
D
Common Stock
38030
0
D
Restricted Stock Units
2022-06-22
4
D
0
22547
63.75
D
Common Stock
22547
0
D
Restricted Stock Units
2022-06-22
4
D
0
53031
63.75
D
Common Stock
0
0
D
Restricted Stock Units
2022-06-22
4
D
0
139700
63.75
D
Common Stock
69850
0
D
Represents 3,644 shares of the Issuer's common stock awarded to the Reporting Person upon the vesting of a portion of an award of performance stock units ("PSUs") in connection with the closing of the transactions contemplated by the Merger Agreement (as defined below) and an additional 7,288 PSUs subject to the award that were converted into a right to receive a cash payment equal to product of $63.75 and that number of PSUs , subject to the Reporting Person's continued service with the Company less all applicable deductions and withholdings required to be withheld in respect of such payment.
The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of March 20, 2022, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of June 6, 2022 (the "Merger Agreement") by and among the Issuer, Anaplan Holdings, LLC (f/k/a Alpine Parent, LLC), a Delaware limited liability company, and Alpine Merger Sub, Inc., a Delaware corporation, whereby, immediately prior to the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were converted into the right to receive $63.75 per share in cash and, when so converted, automatically cancelled.
The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of Common Stock. The RSUs were subject to performance-based and/or service-based vesting conditions, some or all of which were accelerated immediately prior to the Effective Time. Pursuant to the Merger Agreement, each outstanding RSU was cancelled and converted into a right to receive a cash payment equal to $63.75. Following the Effective Time, the cash payments relating to the unvested RSUs shall be subject to the Reporting Person's continued service with the Company.
The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs, which were subject to service-based conditions with one-eighth of the RSUs vesting on December 10, 2022 and the remainder vesting in 14 equal quarterly installments. Pursuant to the Merger Agreement, each outstanding RSU was cancelled and converted into a right to receive a cash payment equal to $63.75. Following the Effective Time, the cash payments relating to the unvested RSUs shall be subject to the Reporting Person's continued service with the Company.
The Reporting Person was granted PSUs, each of which represents a contingent right to receive one share of Common Stock. The PSUs were subject to service-based and performance-based vesting conditions, some or all of which were accelerated immediately prior to the Effective Time. Pursuant to the Merger Agreement, each outstanding PSU was cancelled and converted into a right to receive a cash payment equal to $63.75. Following the Effective Time, the cash payments relating to the unvested PSUs shall be subject to the Reporting Person's continued service with the Company. 69,850 PSUs subject to award were cancelled for no consideration.
/s/ Gary Spiegel, Attorney-in-Fact
2022-06-27