0000950103-22-008081.txt : 20220506 0000950103-22-008081.hdr.sgml : 20220506 20220506160355 ACCESSION NUMBER: 0000950103-22-008081 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220501 FILED AS OF DATE: 20220506 DATE AS OF CHANGE: 20220506 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Perry Itai CENTRAL INDEX KEY: 0001921770 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40547 FILM NUMBER: 22900987 MAIL ADDRESS: STREET 1: C/O CROWDSTRIKE HOLDINGS, INC. STREET 2: 206 E. 9TH STREET CITY: AUSTIN STATE: TX ZIP: 78701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Payoneer Global Inc. CENTRAL INDEX KEY: 0001845815 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 861778671 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 W 30TH STREET CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 212-600-9272 MAIL ADDRESS: STREET 1: 150 W 30TH STREET CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: New Starship Parent, Inc. DATE OF NAME CHANGE: 20210211 3 1 dp172639_3-perry.xml X0206 3 2022-05-01 0 0001845815 Payoneer Global Inc. PAYO 0001921770 Perry Itai 150 W 30TH ST NEW YORK NY 10001 0 1 0 0 SVP Finance Common Stock 75000 D Earnout Rights 2026-06-25 Common Stock 3513 D Stock Option (Right to Buy) 2.90 2029-04-27 Common Stock 56400 D Stock Option (Right to Buy) 2.74 2030-03-17 Common Stock 15040 D Stock Option (Right to Buy) 0.01 2030-03-17 Common Stock 7520 D Stock Option (Right to Buy) 0.01 2031-02-03 Common Stock 28200 D Represents 20,000 shares of Common Stock underlying restricted stock units ("RSUs") granted to the reporting person on September 9, 2021 and 10,000 shares of Common Stock underlying RSUs granted to the reporting person on December 6, 2021. One-half of each grant of RSUs will vest and settle into shares of Common Stock if, at any time during the first 30 months immediately following June 25, 2021 (which was the closing date of the reorganization agreement dated February 3, 2021, as amended, relating to the Issuer (the "Closing" and the "Reorganization Agreement", respectively)), the closing per share price of the Issuer's Common Stock is greater than or equal to $15.00 (continued on footnote 2) (continued from footnote 1) over any 20 trading days within any 30 trading day period and, after taking into account any vesting in accordance with the foregoing, the remaining one-half of each grant of RSUs will vest and settle into shares of Common Stock if, at any time during the 60 months immediately following June 25, 2021, the closing per share price of the Issuer's Common Stock is greater than or equal to $17.00 over any 20 trading days within any 30 trading day period, in each case, provided that the Reporting Person remains in continuous service on each applicable vesting date. Represents 45,000 shares of Common Stock underlying RSUs subject to time-based vesting, granted to the reporting person on February 22, 2022. One-fourth of these RSUs will vest on the first anniversary of the grant date, and the remainder will vest ratably in approximately 1/16 installments on a quarterly basis, provided that the Reporting Person remains in continuous service on each applicable vesting date. Reflects Earnout Rights to receive shares of Common Stock if, from the Closing of the Reorganization Agreement until the fifth anniversary thereof, the closing per share price of Common Stock exceeds certain thresholds as discussed below. Of these Earnout Rights, one-half will be issued if the closing per share price of Common Stock is greater than or equal to $15.00 for any 20 trading days within any 30 trading day period within the first 30 months following the Closing, and one-half will be issued if the closing per share price of Common Stock is greater than or equal to $17.00 for any 20 trading days within any 30 trading day period within the first 60 months following the Closing. The issuance of such shares is subject to certain adjustments, including pro rata adjustments, as set forth in the Reorganization Agreement. 42,300 shares subject to this option have vested and are exercisable. The unvested shares subject to this option vest ratably on a quarterly basis. 7520 shares subject to this option have vested and are exercisable. The unvested shares subject to this option vest ratably on a quarterly basis. 3,760 shares subject to this option have vested and are exercisable. The unvested shares subject to this option vest ratably on a quarterly basis. 8,812 shares subject to this option have vested and are exercisable. The unvested shares subject to this option vest ratably on a quarterly basis. /s/ Itai Perry 2022-05-06