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