X0306 4 2016-09-16 1 0001328015 Imprivata Inc IMPR 0001667866 Walsh Kathleen E C/O IMPRIVATA, INC. 10 MAGUIRE ROAD, BUILDING 1, SUITE 125 LEXINGTON MA 02421 1 0 0 0 Common Stock 2016-09-16 4 D 0 639 D 0 D Stock Option (Right to Buy) 11.05 2016-09-16 4 U 0 70000 8.20 D 2016-09-16 2021-09-30 Common Stock 70000 0 D Restricted Stock Options 0.00 2016-09-16 4 U 0 1914 19.25 D 2016-09-16 2021-09-30 Common Stock 1914 0 D Disposed of pursuant to the Agreement and Plan of Merger between the Issuer, Project Brady Merger Sub, Inc. and Project Brady Holdings, LLC (the "Merger Agreement"), whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of the Issuer's common stock were converted into the right to receive $19.25 per share in cash and, when so converted automatically cancelled. Pursuant to the terms of the Agreement and Plan of Merger by and among Imprivata, Inc., Project Brady Merger Sub, Inc., and Project Brady Holdings, LLC, dated July 13, 2016, each unvested Company Common Stock Option shall immediately vest and become exercisable immediately prior to the Closing. At the Effective Time, each Company Common Stock Option having a per share exercise price less than $19.25 shall be cancelled for the right to receive in cash an amount per share equal to $19.25 less the exercise price. Pursuant to the terms of the Agreement and Plan of Merger by and among Imprivata, Inc., Project Brady Merger Sub, Inc., and Project Brady Holdings, LLC, dated July 13, 2016, each restricted stock unit that is outstanding as of the Effective Time shall immediately accelerate in full in connection with the transaction and in consideration of the right to receive $19.25 per restricted stock unit. Stock Options held under 2014 Non-Qualified Stock Agreement. Restricted Stock Units held under 2014 Restricted Stock Unit Agreement. /s/ John Milton, as Attorney-in-Fact for Kathleen E. Walsh 2016-09-16