0001209191-21-017619.txt : 20210304
0001209191-21-017619.hdr.sgml : 20210304
20210304100446
ACCESSION NUMBER: 0001209191-21-017619
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210303
FILED AS OF DATE: 20210304
DATE AS OF CHANGE: 20210304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Abkemeier Kurt
CENTRAL INDEX KEY: 0001334575
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-28000
FILM NUMBER: 21712811
MAIL ADDRESS:
STREET 1: C/O PROGRESS SOFTWARE CORPORATION
STREET 2: 14 OAK PARK DRIVE
CITY: BEDFORD
STATE: MA
ZIP: 01730
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PRGX GLOBAL, INC.
CENTRAL INDEX KEY: 0001007330
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700]
IRS NUMBER: 582213805
STATE OF INCORPORATION: GA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 600 GALLERIA PARKWAY
STREET 2: STE 100
CITY: ATLANTA
STATE: GA
ZIP: 30339-5949
BUSINESS PHONE: 7707796610
MAIL ADDRESS:
STREET 1: 600 GALLERIA PARKWAY
STREET 2: STE 100
CITY: ATLANTA
STATE: GA
ZIP: 30339-5949
FORMER COMPANY:
FORMER CONFORMED NAME: PRG-SCHULTZ INTERNATIONAL, INC.
DATE OF NAME CHANGE: 20080327
FORMER COMPANY:
FORMER CONFORMED NAME: PRG SCHULTZ INTERNATIONAL INC
DATE OF NAME CHANGE: 20020125
FORMER COMPANY:
FORMER CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC
DATE OF NAME CHANGE: 19960207
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-03-03
1
0001007330
PRGX GLOBAL, INC.
PRGX
0001334575
Abkemeier Kurt
600 GALLERIA PARKWAY, SUITE 100
ATLANTA
GA
30339
0
1
0
0
Chief Financial Officer
Common Stock, no par value
2021-03-03
4
D
0
40496
7.71
D
87335
D
Common Stock, no par value
2021-03-03
4
D
0
10668
7.71
D
76667
D
Common Stock, no par value
2021-03-03
4
D
0
60000
7.71
D
16667
D
Common Stock, no par value
2021-03-03
4
D
0
16667
7.71
D
0
D
Performance-based Restricted Stock Unit
2021-03-03
4
D
0
110000
D
Common Stock, no par value
110000
0
D
Performance-based Restricted Stock Unit
2021-03-03
4
D
0
24000
D
Common Stock, no par value
24000
0
D
Performance-based Restricted Stock Unit
2021-03-03
4
D
0
79500
D
Common Stock, no par value
79500
0
D
Stock Option (right to buy)
8.96
2021-03-03
4
D
0
100000
0.00
D
2026-01-02
Common Stock, no par value
100000
0
D
Disposed of pursuant to the Agreement and Plan of Merger dated as of December 24, 2020 (the "Merger Agreement"), by and among PRGX Global, Inc., a Georgia Corporation (the "Company"), Pluto Acquisitionco Inc., a Delaware corporation ("Parent"), and Pluto Merger Sub Inc., a Georgia corporation and wholly owned subsidiary of Parent ("Merger Sub").
Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Company restricted stock award subject to time-vesting restrictions, whether vested or unvested, was cancelled and converted into the right to receive a cash payment, without interest, equal to (i) $7.71 multiplied by (ii) the total number of shares of Company restricted stock subject to such award, less any required withholding taxes.
Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Company restricted stock unit award subject to performance-based vesting restrictions (each, a "Company PBU"), whether vested or unvested, was cancelled and converted into the right to receive a cash payment, without interest, equal to (i) $7.71 multiplied by (ii) the total number of shares of Company common stock subject to such Company PBU (provided the number of shares of Company common stock subject to a Company PBU will be deemed to be the number of shares eligible to vest assuming target performance of such Company PBU), less any required withholding taxes.
These stock options were cancelled at the effective time of the Merger in exchange for no consideration because the exercise price of such options was equal to or greater than $7.71 (the per share merger consideration).
/s/ Victor A. Allums as Attorney-in-Fact for Kurt Abkemeier
2021-03-04