0000899243-20-007788.txt : 20200310 0000899243-20-007788.hdr.sgml : 20200310 20200310183024 ACCESSION NUMBER: 0000899243-20-007788 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200229 FILED AS OF DATE: 20200310 DATE AS OF CHANGE: 20200310 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hwang Jung Taik CENTRAL INDEX KEY: 0001805711 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38246 FILM NUMBER: 20703342 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-02-29 0 0001713952 Vivint Smart Home, Inc. VVNT 0001805711 Hwang Jung Taik C/O VIVINT SMART HOME, INC. 4931 NORTH 300 WEST PROVO UT 84604 0 1 0 0 Chief Technology Officer Class A Common Stock 173261 D Earnout Rights 2025-01-17 Class A Common Stock 53456 D Stock Appreciation Rights 20.41 2028-06-08 Class A Common Stock 73452 D Includes: (a) 54,884 restricted shares of Class A common stock of the Issuer ("Class A Common Stock"), and (b) the right to receive 7,720 shares of Class A Common Stock, which vest upon the vesting of the stock appreciation rights ("SARs") to which they relate. 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 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. Of these Earnout Rights, one-half are earned if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period, and one-half are earned if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period. The Earnout Rights are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. Reflects SARs, of which 9,793 are vested. The unvested SARs vest as follows: (a) 9,793 vest on June 12, 2020, and (b) the remaining SARs vest on January 17, 2021, but in the case of a certain portion of the unvested SARs, earlier if certain performance thresholds are achieved. Exhibit List: Exhibit 24 - Power of Attorney. /s/ Shawn J. Lindquist, as Attorney-in-Fact 2020-03-10 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               POWER OF ATTORNEY

Know all by these presents that the undersigned, does hereby make, constitute
and appoint each of Todd Pedersen, Dale Gerard and Shawn Lindquist, or any one
of them, as a true and lawful attorney-in-fact of the undersigned with full
powers of substitution and revocation, for and in the name, place and stead of
the undersigned (in the undersigned's individual capacity), to execute and
deliver such forms that the undersigned may be required to file with the U.S.
Securities and Exchange Commission as a result of the undersigned's ownership of
or transactions in securities of Vivint Smart Home, Inc. (the "Company") (i)
pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended,
including without limitation, statements on Form 3, Form 4 and Form 5 (including
any amendments thereto) and (ii) in connection with any applications for EDGAR
access codes, including without limitation the Form ID. The Power of Attorney
shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with regard to his or her ownership of or
transactions in securities of the Company, unless earlier revoked in writing.
The undersigned acknowledges that Todd Pedersen, Dale Gerard and Shawn Lindquist
are not assuming any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934, as amended.


             By: /s/ Jung Taik Hwang
                 -------------------
             Name: Jung Taik Hwang


             Date: March 3, 2020