0001598674-22-000022.txt : 20220126 0001598674-22-000022.hdr.sgml : 20220126 20220126160907 ACCESSION NUMBER: 0001598674-22-000022 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220125 FILED AS OF DATE: 20220126 DATE AS OF CHANGE: 20220126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Reiss Dani CENTRAL INDEX KEY: 0001731101 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39214 FILM NUMBER: 22557947 MAIL ADDRESS: STREET 1: 250 BOWIE AVENUE STREET 2: C/O CANADA GOOSE HOLDINGS INC. CITY: TORONTO STATE: A6 ZIP: M6E 4Y2 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Casper Sleep Inc. CENTRAL INDEX KEY: 0001598674 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD FURNITURE [2510] IRS NUMBER: 463987647 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: THREE WORLD TRADE CENTER STREET 2: 175 GREENWICH STREET, FLOOR 39 CITY: NEW YORK STATE: NY ZIP: 10007 BUSINESS PHONE: (347) 941-1871 MAIL ADDRESS: STREET 1: THREE WORLD TRADE CENTER STREET 2: 175 GREENWICH STREET, FLOOR 39 CITY: NEW YORK STATE: NY ZIP: 10007 4 1 wf-form4_164323132537792.xml FORM 4 X0306 4 2022-01-25 1 0001598674 Casper Sleep Inc. CSPR 0001731101 Reiss Dani C/O CASPER SLEEP INC. 3 WTC 175 GREENWICH ST. FL. 40 NEW YORK NY 10007 1 0 0 0 Common Stock 2022-01-25 4 D 0 43518 6.90 D 0 D Common Stock 2022-01-25 4 D 0 90537 6.90 D 0 I See Footnote Stock Option 15.9 2022-01-25 4 D 0 25000 0 D 2029-03-24 Common Stock 25000.0 0 D Stock Option 15.9 2022-01-25 4 D 0 60000 0 D 2029-03-24 Common Stock 60000.0 0 D Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2021 (the "Merger Agreement"), by and among Casper Sleep Inc. (the "Issuer"), Marlin Parent, Inc. and Marlin Merger Sub, Inc. ("Merger Sub"). On January 25, 2022, upon the closing of the merger of Merger Sub with and into the Issuer (the "Merger") contemplated by the Merger Agreement, each share of common stock of the Issuer, par value $0.000001 per share, was cancelled and automatically converted into the right to receive an amount in cash equal to $6.90 (the "Merger Consideration"), without interest, subject to applicable withholding taxes. In accordance with the Merger Agreement, each restricted stock unit award ("RSU Award") of the Issuer outstanding immediately prior to the effective time of the Merger (whether vested or unvested) was cancelled and converted into the right to receive an amount in cash, subject to applicable withholding taxes, equal to the Merger Consideration multiplied by the number of shares of Issuer common stock subject to such RSU Award. The shares reported herein were held by DTR LLC. The Reporting Person indirectly controls DTR LLC and therefore may be deemed to hold voting and dispositive power with respect to these shares. The Reporting Person disclaims beneficial ownership of the shares held by DTR LLC except to the extent of his pecuniary interest therein, if any. The options were fully vested and exercisable. In accordance with the Merger Agreement, each option to acquire common stock of the Issuer that was unvested or had a per share exercise price equal to or greater than the Merger Consideration was cancelled for no consideration as of the effective time of the Merger. The options provided for vesting in equal monthly installments over a four year period commencing on April 25, 2019, and would have been fully vested and exercisable on March 25, 2023. /s/ Michael Monahan, Attorney-in-Fact for Dani Reiss 2022-01-26