0001562180-23-002184.txt : 20230302
0001562180-23-002184.hdr.sgml : 20230302
20230302175840
ACCESSION NUMBER: 0001562180-23-002184
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230228
FILED AS OF DATE: 20230302
DATE AS OF CHANGE: 20230302
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Lutes Christopher
CENTRAL INDEX KEY: 0001664062
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37680
FILM NUMBER: 23700706
MAIL ADDRESS:
STREET 1: C/O ELEVATE CREDIT INC.
STREET 2: 4150 INTERNATIONAL PLAZA, SUITE 300
CITY: FORTH WORTH
STATE: TX
ZIP: 76109
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Elevate Credit, Inc.
CENTRAL INDEX KEY: 0001651094
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 464714474
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4150 INTERNATIONAL PLAZA
STREET 2: SUITE 300
CITY: FORT WORTH
STATE: TX
ZIP: 76109
BUSINESS PHONE: 817-928-1500
MAIL ADDRESS:
STREET 1: 4150 INTERNATIONAL PLAZA
STREET 2: SUITE 300
CITY: FORT WORTH
STATE: TX
ZIP: 76109
4
1
primarydocument.xml
PRIMARY DOCUMENT
X0306
4
2023-02-28
true
0001651094
Elevate Credit, Inc.
ELVT
0001664062
Lutes Christopher
C/O ELEVATE CREDIT INC.
4150 INTERNATIONAL PLAZA, SUITE 300
FORT WORTH
TX
76109
false
true
false
false
Chief Strategy Officer
Common Stock
2023-02-28
4
D
false
113822.00
1.87
D
0.00
I
By the Lutes Family Living Trust
Common Stock
2023-02-28
4
D
false
653274.00
1.87
D
0.00
D
Restricted Stock Unit (RSU)
2023-02-28
4
D
false
61111.00
D
Common Stock
61111.00
0.00
D
Restricted Stock Unit (RSU)
2023-02-28
4
D
false
27778.00
D
Common Stock
27778.00
0.00
D
Restricted Stock Unit (RSU)
2023-02-28
4
D
false
95192.00
D
Common Stock
95192.00
0.00
D
Restricted Stock Unit (RSU)
2023-02-28
4
D
false
100000.00
D
Common Stock
100000.00
0.00
D
Pursuant to the Agreement and Plan of Merger, dated as of November 16, 2022 (the "Merger Agreement"), by and among Elevate Credit, Inc., ("the Company), PCAM Acquisition Corp ("Parent") and PCAM Merger Sub Corp ("Merger Sub"), the Merger Sub merged with and into the Company ("the Merger") with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Company's Common Stock, par value $0.0004 per share, was cancelled and converted into the right to receive $1.87 in cash.
Mr. Lutes and his spouse, Moshira Lutes, are the voting trustees of the Lutes Family Living Trust.
Pursuant to the Merger Agreement, each RSU granted by the Company that is outstanding immediately prior to the effective time of the Merger (whether or not vested) will immediately vest in full and become free of restrictions, and will be cancelled and converted automatically into the right to receive a cash payment equal to the product of (1) the number of shares of Company Common Stock subject to such RSU as of the effective time of the Merger, multiplied by (2) the Merger Consideration. The reporting person was granted 122,222 RSUs on March 30, 2020, vesting in four annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis.
Pursuant to the Rollover Agreement dated as of February 27, 2023 (the "Rollover Agreement"), among the reporting person and Parent, each outstanding RSU in this grant was cancelled and converted into a right to receive on the vesting date originally applicable to such RSU, subject to the terms applicable to such RSU, shares of Parent Company. The reporting person was granted 111,111 RSUs on August 15, 2019, vesting in four annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis. For purposes of the Rollover, the reporting person's shares were valued at $1.87 per share.
Pursuant to the Rollover Agreement, among the reporting person and Parent, each outstanding RSU in this grant was cancelled and converted into a right to receive on the vesting date originally applicable to such RSU, subject to the terms applicable to such RSU, shares of Parent Company. The reporting person was granted 126,923 RSUs on March 15, 2021, vesting in four annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis. For purposes of the Rollover, the reporting person's shares were valued at $1.87 per share.
Pursuant to the Rollover Agreement, among the reporting person and Parent, each outstanding RSU in this grant was cancelled and converted into a right to receive on the vesting date originally applicable to such RSU, subject to the terms applicable to such RSU, shares of Parent Company. The reporting person was granted 100,000 RSUs on March 15, 2022, vesting in three annual installments, beginning on the first anniversary of the grant date and converting into common stock on a one-for-one basis. For purposes of the Rollover, the reporting person's shares were valued at $1.87 per share.
/s/Nelda Bruce, as attorney-in-fact
2023-03-02