0001209191-23-047318.txt : 20230825
0001209191-23-047318.hdr.sgml : 20230825
20230825162829
ACCESSION NUMBER: 0001209191-23-047318
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230823
FILED AS OF DATE: 20230825
DATE AS OF CHANGE: 20230825
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sethi Rinki
CENTRAL INDEX KEY: 0001882769
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40787
FILM NUMBER: 231208716
MAIL ADDRESS:
STREET 1: 201 MISSION STREET
STREET 2: SUITE 2900
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ForgeRock, Inc.
CENTRAL INDEX KEY: 0001543916
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 331223363
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 201 MISSION STREET
STREET 2: SUITE 2900
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: (415) 599-1100
MAIL ADDRESS:
STREET 1: 201 MISSION STREET
STREET 2: SUITE 2900
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-08-23
1
0001543916
ForgeRock, Inc.
FORG
0001882769
Sethi Rinki
C/O FORGEROCK, INC.
201 MISSION STREET, SUITE 2900
SAN FRANCISCO
CA
94105
1
0
0
0
0
Class A Common Stock
2023-08-23
4
D
0
11323
23.25
D
0
D
Stock Option (right to buy)
16.35
2023-08-23
4
D
0
63250
23.25
D
Class B Common Stock
63250
0
D
Represents shares of Class A common stock that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Project Fortress Merger Sub, Inc. by and into ForgeRock, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 10, 2022, by and among the Issuer, Project Fortress Parent, LLC, and Project Fortress Merger Sub, Inc. (the "Merger Agreement").
In connection with the Merger, these shares were cancelled and converted into the right to receive a cash payment per share of $23.25, without interest, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").
Pursuant to the terms of a stock option agreement between the Reporting Person and the Issuer, this option vested in full in connection with the Merger. At the Effective Time, this option was canceled and converted into the right to receive a cash payment equal to the difference between (a) the aggregate exercise price of this option and (b) the product of the Merger Consideration and the number of shares subject to this option.
The foregoing descriptions in the footnotes to this Form 4 are qualified in their entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the descriptions above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control.
/s/ Samuel J. Fleischmann, by Power of Attorney for Rinki Sethi
2023-08-25