Sec Form 4 Filing - FRAZIER LEON ANTHONY @ Maxar Technologies Inc. - 2023-05-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person FRAZIER LEON ANTHONY 2. Issuer Name and Ticker or Trading Symbol Maxar Technologies Inc. [ MAXR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & GM Public Sector Intell (Last) (First) (Middle) 1300 W. 120TH AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 05/03/2023 (Street) WESTMINSTER, CO80234 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/03/2023 A 73,179 ( 1 ) A 313,147 ( 1 ) ( 2 ) D Common Stock 05/03/2023 D 313,147 ( 1 ) ( 2 ) ( 3 ) D 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FRAZIER LEON ANTHONY 1300 W. 120TH AVENUE WESTMINSTER, CO80234 EVP & GM Public Sector Intell Signatures /s/ Eric J. Pagels, attorney-in-fact for Leon Anthony Frazier 05/05/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger dated as of Dec. 15, 2022 by and among the Issuer, Galileo Parent, Inc., a Delaware corporation, Galileo Bidco, Inc., a Delaware corporation, and Galileo Topco, Inc., a Delaware corporation ("Merger Agreement"), the number of shares of Issuer common stock underlying restricted stock units previously awarded by the Issuer that were subject to performance-based vesting conditions was deemed to equal the target number of shares subject to the applicable award multiplied by the applicable performance percentage set forth in the Merger Agreement. In accordance with the Merger Agreement, these awards converted into the right to receive a cash payment (without interest and subject to applicable taxes) equal to the amount obtained by multiplying the foregoing number of shares underlying each such award by $53.00, with the aggregate amount of such payment rounded down to the nearest cent. ( 2 )Includes 11,021 shares underlying restricted stock units that were granted in March 2023 and subject to time-based vesting conditions. Pursuant to the Merger Agreement (i) 33% of such RSUs were canceled and converted into a right to receive $53.00 per share of Issuer common stock covered by such RSUs (without interest and less any applicable withholding taxes) and (ii) 67% of such RSUs were converted into a right to receive a cash payment equal to $53.00 per share of Issuer common stock covered by such RSUs (without interest and less any applicable withholding taxes), to be distributed in two substantially equal installments on January 1, 2024 and January 1, 2025, subject to the holder's continued employment with the Issuer or earlier severance-qualifying termination. ( 3 )Pursuant to the Merger Agreement, each share of Issuer common stock, par value $0.0001 per share, and each share of Issuer common stock underlying restricted stock units subject to time-based vesting conditions (except as described in footnote 2 with respect to time-based restricted stock units granted in 2023), automatically and without any required action by the Reporting Person, was converted into the right to receive a cash payment (without interest and subject to any applicable taxes) of $53.00.

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).

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