SEC Form 4 filed by Chief Operating Officer Oseland Robert L
$MYPS
Computer Software: Prepackaged Software
Technology
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PLAYSTUDIOS, Inc. [ MYPS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/07/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Class A Common Stock | 502,435 | I | Shares held jointly with Reporting Person's spouse. | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | $0(1) | 03/07/2025 | A | 250,000 | (1) | (1) | Class A Common Stock | 250,000 | $0(1) | 250,000 | D | ||||
| Performance Stock Units | $0(2) | 03/07/2025 | A | 233,333 | (2) | (2) | Class A Common Stock | 233,333 | $0(2) | 233,333 | D | ||||
| Restricted Stock Units | $0(3) | (4) | (4) | Class A Common Stock | 283,334 | 283,334 | D | ||||||||
| Restricted Stock Units | $0(3) | (5) | (5) | Class A Common Stock | 250,000 | 250,000 | D | ||||||||
| Stock Options | $1.44 | 05/06/2022 | 11/06/2029 | Class A Common Stock | 2,807 | 2,807 | D | ||||||||
| Stock Options | $1.44 | 08/06/2022 | 11/06/2029 | Class A Common Stock | 77,301 | 77,301 | D | ||||||||
| Explanation of Responses: |
| 1. Represents a grant of unvested Restricted Stock Units. The Restricted Stock Units are scheduled to vest, subject to the Reporting Person's continued employment with the Company, on January 15, 2028. |
| 2. Represents a grant of unvested Performance Stock Units. Each Performance Stock Unit represents the contingent right to receive, upon vesting and settlement, up to one share of Class A Common Stock. The actual number of shares of Class A Common Stock to be issued upon vesting of such Performance Stock Units will be determined based on, and will be contingent upon, the achievement of certain pre-established performance metrics, as determined by the Compensation Committee of the Company's Board of Directors, for the fiscal year ending December 31, 2025. |
| 3. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A common stock. |
| 4. On March 11, 2024, the Reporting Person was granted 425,001 unvested Restricted Stock Units. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock. The Restricted Stock Units are scheduled to vest in three equal installments, with one-third vesting on January 10, 2025, one-third vesting on January 10, 2026, and one-third vesting on January 10, 2027, subject in each case to the Reporting Person's continued employment with the Issuer through the applicable vesting date. |
| 5. On March 8, 2023, the Reporting Person was granted 500,000 unvested Restricted Stock Units. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock. The Restricted Stock Units are scheduled to vest in four equal installments, with one-fourth vesting on January 10, 2024, one-fourth vesting on January 10, 2025, one-fourth vesting on January 10, 2026, and one-fourth vesting on January 10, 2027, subject in each case to the Reporting Person's continued employment with the Issuer through the applicable vesting date. |
| Remarks: |
| /s/ Joseph M. Crabb, Attorney-in-fact | 03/11/2025 | |
| ** 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. | ||