poa-xphilipkrim

0001598674-22-000032.txt : 20220126 0001598674-22-000032.hdr.sgml : 20220126 20220126165242 ACCESSION NUMBER: 0001598674-22-000032 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20220103 FILED AS OF DATE: 20220126 DATE AS OF CHANGE: 20220126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Krim Philip CENTRAL INDEX KEY: 0001791876 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39214 FILM NUMBER: 22558620 MAIL ADDRESS: STREET 1: C/O CASPER SLEEP INC., 175 GREENWICH ST. STREET 2: THREE WORLD TRADE CENTER, FLOOR 39 CITY: NEW YORK STATE: NY ZIP: 10007 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_164323394422036.xml FORM 4 X0306 4 2022-01-03 1 0001598674 Casper Sleep Inc. CSPR 0001791876 Krim Philip C/O CASPER SLEEP INC., 3 WTC 175 GREENWICH ST. FL. 40 NEW YORK NY 10007 1 0 0 0 Common Stock 2022-01-03 4 G 0 100000 0 D 1896174 D Common Stock 2022-01-25 4 D 0 1896174 6.90 D 0 D Common Stock 2022-01-25 4 D 0 567425 6.90 D 0 I Philip Krim 2015 GRAT Stock Option 13.6 2022-01-25 4 D 0 450000 0 D 2028-01-01 Common Stock 450000.0 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 options provided for vesting as to 25% of the shares on January 2, 2019 and in equal monthly installments thereafter until January 2, 2022. 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. Exhibit 24 - Power of Attorney. /s/ Michael Monahan, Attorney-in-Fact for Philip Krim 2022-01-26 EX-24 2 poa-xphilipkrim.htm POWER OF ATTORNEY - PHILIP KRIM.HTM poa-xphilipkrim

Exhibit 24 POWER OF ATTORNEY With respect to holdings of and transactions in securities issued by Casper Sleep Inc. (the “Company”), the undersigned hereby constitutes and appoints the individuals named on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, to act as the undersigned’s true and lawful attorney-in-fact to: 1. prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain and/or regenerate codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the SEC; 2. execute for and on behalf of the undersigned, Forms 3, 4, and 5 in accordance with Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder; 3. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and 4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney- in-fact, or such attorneys-in-fact substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by Casper Sleep Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. [Signature Page Follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 21st day of January, 2022. Signature: /s/ Philip Krim Print Name: Philip Krim

Schedule A Individuals Appointed as Attorney-in-Fact with Full Power of Substitution and Resubstitution Michael Monahan Fannie Chen