0000950103-24-002453.txt : 20240220 0000950103-24-002453.hdr.sgml : 20240220 20240220175927 ACCESSION NUMBER: 0000950103-24-002453 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240216 FILED AS OF DATE: 20240220 DATE AS OF CHANGE: 20240220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wu David James CENTRAL INDEX KEY: 0001827421 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39616 FILM NUMBER: 24655387 MAIL ADDRESS: STREET 1: 411 FIRST AVENUE SOUTH, SUITE 600 CITY: SEATTLE STATE: WA ZIP: 98104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Eargo, Inc. CENTRAL INDEX KEY: 0001719395 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 273879804 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2665 NORTH FIRST STREET STREET 2: SUITE 300 CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 650-351-7700 MAIL ADDRESS: STREET 1: 2665 NORTH FIRST STREET STREET 2: SUITE 300 CITY: SAN JOSE STATE: CA ZIP: 95134 4 1 dp206985_4-wu.xml FORM 4 X0508 4 2024-02-16 1 0001719395 Eargo, Inc. EAR 0001827421 Wu David James C/O MAVERON LLC 411 1ST AVENUE SOUTH, SUITE 600 SEATTLE WA 98104 1 0 0 0 0 Common Stock 2024-02-16 4 D 0 25463 D 0 D Stock Options (Right to Buy) 2024-02-16 4 D 0 333 D 2030-10-05 Common Stock 333 0 D Stock Options (Right to Buy) 2024-02-16 4 D 0 3740 D 2032-08-22 Common Stock 3740 0 D Stock Options (Right to Buy) 2024-02-16 4 D 0 3703 D 2032-10-11 Common Stock 3703 0 D Stock Options (Right to Buy) 2024-02-16 4 D 0 5000 D 2033-06-06 Common Stock 5000 0 D Represents shares of common stock of Eargo, Inc. ("Eargo") disposed of pursuant to the Agreement and Plan of Merger, dated October 29, 2023, by and among PSC Echo Parent LLC, PSC Echo Merger Sub Inc., and Eargo (the "Merger Agreement"). Pursuant to the Merger Agreement, at the effective time of the merger (the "Effective Time"), each share of Eargo common stock (the "Shares") held by the reporting person was converted automatically into the right to receive $2.55 per share in cash (the "Merger Consideration"). Pursuant to the Merger Agreement, at the Effective Time, each award of Eargo stock options ("Options") held by the reporting person and granted under the Eargo, Inc. 2020 Incentive Award Plan or the Eargo, Inc. 2010 Equity Incentive Plan that was outstanding and unexercised immediately prior to or upon the Effective Time, whether vested or unvested, was cancelled, with the holder of such Option becoming entitled to receive an amount in cash, without interest and subject to applicable tax withholding, equal to the product obtained by multiplying (i) the excess, if any, of the Merger Consideration over the per share exercise price of such Option, by (ii) the number of Shares covered by such Option immediately prior to and upon the Effective Time, with any Options that have a per share exercise price that is greater than or equal to the Merger Consideration being cancelled for no consideration as of the Effective Time. /s/ Christy La Pierre, Attorney-in-Fact for David James Wu 2024-02-20