Payoneer Global Inc
For the period ended Dec 31, 2024. Filed Feb 27, 2025.
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FY2024 · Filed Feb 27, 2025
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Item 9B. Other Information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three months ended December 31, 2024, certain of our officers and directors adopted trading arrangements for the sale of shares of our common stock as follows:
| | | | | | | |
|---|---|---|---|---|---|---|
| · · · Plans · · | ||||||
| | Action | Date | Rule 10b5-1* | Non-Rule 10b5-1** | Number of Shares to be Sold | Expiration |
| Avi Zeevi, Director | Adoption | November 8, 2024 | X | | 150,000 | August 31, 2025 |
| Susanna Morgan, Director | Adoption | November 13, 2024 | X | | 40,277 | June 15, 2025 |
| Amir Goldman, Director(1) | Adoption | November 18, 2024 | X | | 350,000 | December 15, 2025 |
| Itai Perry, Chief Accounting Officer | Termination | November 27, 2024 | X | | N/A(2) | N/A(2) |
| Itai Perry, Chief Accounting Officer | Adoption | November 27, 2024 | X | | (3) | March 3, 2026 |
*Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c)
**Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c)
| (1) | This trading arrangement was adopted by a family limited partnership of which Mr. Goldman is a general partner. |
| (2) | The original expiration date of this trading arrangement was November 15, 2025. Under this trading arrangement, up to 99,253 shares of common stock could be sold. In addition, common stock could be sold in amounts which represent the net amount of shares remaining following a withholding of shares to cover tax obligations upon the vesting of 11,250 restricted stock units on various dates during the plan. The number of net shares to be sold to accomplish this purpose could not be reliably determined at the time of adoption, as it depends upon the share price on the vest date. Mr. Perry’s trading arrangement also covered and included any common stock purchased by Mr. Perry under the Company’s Employee Stock Purchase Plan (“ESPP”), which purchase occurred on November 15, 2024 for the applicable offering period. |
| (3) | Under this trading arrangement, up to 27,145 shares of common stock may be sold. In addition, common stock may be sold in amounts which represent the net amount of shares remaining following a withholding of shares to cover tax obligations upon the vesting of 89,187 restricted stock units on various dates during the plan. The number of net shares to be sold to accomplish this purpose cannot be reliably determined at this time, as it will depend upon the share price on the vest date. Mr. Perry’s trading arrangement also covers and includes any common stock purchased by Mr. Perry under the Company’s Employee Stock Purchase Plan (“ESPP”), which purchase is expected to occur on May 30, 2025 for the current offering period. Employees enrolled in the ESPP for the current offering period were entitled to make their purchase elections in October, 2024. |
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