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Form 4 Resonant Inc For: Dec 01 Filed by: Holmes George B

December 3, 2021 9:29 PM EST
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Holmes George B

(Last) (First) (Middle)
C/O RESONANT INC.
10900 STONELAKE BLVD., SUITE 100, OFFICE

(Street)
AUSTIN TX 78759

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Resonant Inc [ RESN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/01/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/01/2021   M   24,013 A (1) 450,809 D  
Common Stock 12/01/2021   M   3,205 A (1) 454,014 D  
Common Stock 12/01/2021   M   24,013 A (1) 478,027 D  
Common Stock 12/01/2021   M   50,000 A (1) 528,027 D  
Common Stock 12/01/2021   M   38,610 A (1) 566,637 D  
Common Stock 12/02/2021   S (2)   39,857 D $ 1.8982 (3) 526,780 D  
Common Stock 12/03/2021   S (2)   26,344 D $ 1.748 (4) 500,436 D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 12/01/2021   M     24,013   (5)   (5) Common Stock 24,013 $ 0 0 D  
Restricted Stock Units (1) 12/01/2021   M     3,205   (6)   (6) Common Stock 3,205 $ 0 3,205 D  
Restricted Stock Units (1) 12/01/2021   M     24,013   (7)   (7) Common Stock 24,013 $ 0 24,013 D  
Restricted Stock Units (1) 12/01/2021   M     50,000   (8)   (8) Common Stock 50,000 $ 0 100,000 D  
Restricted Stock Units (1) 12/01/2021   M     38,610   (9)   (9) Common Stock 38,610 $ 0 115,830 D  
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock.
2. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person to satisfy the reporting person's tax withholding obligations upon the vesting of restricted stock units.
3. This transaction was executed in multiple trades at prices ranging from $1.88 to $1.9150. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
4. This transaction was executed in multiple trades at prices ranging from $1.73 to $1.78. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
5. 24,013 restricted stock units vested on each of December 1, 2018, December 1, 2019, December 2, 2020, and December 1, 2021.
6. 3,206 restricted stock units vested on December 2, 2019, installments of 3,205 restricted stock units vested on each of December 1, 2020 and December 1, 2021, and an installment of 3,205 restricted stock units will vest on December 1, 2022.
7. 24,014 restricted stock units vested on December 2, 2019, installments of 24,013 restricted stock units vested on each of December 1, 2020 and December 1, 2021, and an installment of 24,013 restricted stock units will vest on December 1, 2022.
8. 50,000 restricted stock units vested on each of December 1, 2020 and December 1, 2021, and installments of 50,000 restricted stock units will vest on each of December 1, 2022, and December 1, 2023.
9. 38,610 restricted stock units vested on December 1, 2021, and installments of 38,610 restricted stock units will vest on each of December 1, 2022, December 1, 2023 and December 1, 2024.
/s/Martin S. McDermut, Attorney-In-Fact 12/03/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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