0001598674-22-000037.txt : 20220126 0001598674-22-000037.hdr.sgml : 20220126 20220126170309 ACCESSION NUMBER: 0001598674-22-000037 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220125 FILED AS OF DATE: 20220126 DATE AS OF CHANGE: 20220126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONAHAN MICHAEL P. CENTRAL INDEX KEY: 0001577151 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39214 FILM NUMBER: 22558720 MAIL ADDRESS: STREET 1: 600 OFFICE CENTER DRIVE CITY: FORT WASHINGTON STATE: PA ZIP: 19034 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_164323457507539.xml FORM 4 X0306 4 2022-01-25 1 0001598674 Casper Sleep Inc. CSPR 0001577151 MONAHAN MICHAEL P. C/O CASPER SLEEP INC. THREE WORLD TRADE 175 GREENWICH STREET, FL. 40 NEW YORK NY 10007 1 1 0 0 Chief Financial Officer Common Stock 2022-01-25 4 D 0 187922 6.90 D 0 D Stock Option 8.08 2022-01-25 4 D 0 234000 0 D 2021-09-13 2030-09-13 Common Stock 234000.0 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 (i) 25% on September 13, 2021; (ii) 25% on September 13, 2022, (iii) 25% on September 13, 2023 and (iv) 25% on September 13, 2024. 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. /s/ Michael Monahan 2022-01-26