0000899243-20-025862.txt : 20200921 0000899243-20-025862.hdr.sgml : 20200921 20200921211948 ACCESSION NUMBER: 0000899243-20-025862 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200917 FILED AS OF DATE: 20200921 DATE AS OF CHANGE: 20200921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gerard Dale R CENTRAL INDEX KEY: 0001798300 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38246 FILM NUMBER: 201187667 MAIL ADDRESS: STREET 1: C/O VIVINT SMART HOME, INC. STREET 2: 4931 NORTH 300 WEST CITY: PROVO STATE: UT ZIP: 84604 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Vivint Smart Home, Inc. CENTRAL INDEX KEY: 0001713952 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981380306 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4931 NORTH 300 WEST CITY: PROVO STATE: UT ZIP: 84604 BUSINESS PHONE: (801) 705-8011 MAIL ADDRESS: STREET 1: 4931 NORTH 300 WEST CITY: PROVO STATE: UT ZIP: 84604 FORMER COMPANY: FORMER CONFORMED NAME: Mosaic Acquisition Corp. DATE OF NAME CHANGE: 20170804 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-09-17 0 0001713952 Vivint Smart Home, Inc. VVNT 0001798300 Gerard Dale R C/O VIVINT SMART HOME, INC. 4931 NORTH 300 WEST PROVO UT 84604 0 1 0 0 Chief Financial Officer Class A Common Stock 2020-09-17 4 C 0 12323 A 115521 D Earnout Rights 2020-09-17 4 C 0 12323 D 2025-01-17 Class A Common Stock 12323 0 D Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. Pursuant to the terms of the Merger Agreement, the stockholders and holders of equity awards of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") or to have the terms and conditions of their equity awards equitably adjusted, in each case, upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock and/or have the terms and conditions of their equity award equitably adjusted if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below, subject to the terms of the Merger Agreement. These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. Reflects, upon satisfaction of the $17.50 Condition, the issuance of the following: (a) 5,054 shares of Class A Common Stock, (b) 5,329 additional shares of restricted Class A Common Stock, which vest upon the vesting of the restricted Class A Common Stock held by the Reporting Person to which they relate, and (c) the right to receive 1,940 shares of Class A Common Stock, which vest upon the vesting of the stock appreciation rights to which they relate. /s/ Shawn J. Lindquist, as Attorney-in-Fact 2020-09-21