Sec Form 4 Filing - MURREN JAMES @ PLAYSTUDIOS, Inc. - 2023-06-21

Insider filing report for Changes in Beneficial Ownership
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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
MURREN JAMES
2. Issuer Name and Ticker or Trading Symbol
PLAYSTUDIOS, Inc. [ MYPS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
10150 COVINGTON CROSS DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
06/21/2023
(Street)
LAS VEGAS, NV89144
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
Class A Common Stock 06/21/2023 A( 1 ) 31,914 ( 2 ) A ( 1 ) $ 0 57,424 ( 3 ) D
Class A Common Stock 959,419 ( 4 ) I by The Murren Family Trust
Class A Common Stock 50,000 I by J and H Investments LLC
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
Private Placement Warrants $ 11.5 10/27/2021 06/21/2026 Class A Common Stock 1,018,782 1,018,782 I by The Murren Family Trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MURREN JAMES
10150 COVINGTON CROSS DRIVE
LAS VEGAS, NV89144
X
Signatures
/s/ Joel Agena, Attorney-in-Fact 06/22/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Grant of Restricted Stock Units. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
( 2 )Represents shares of Class A Common Stock to be issued upon vesting and settlement of Restricted Stock Units, which will vest in four (4) equal tranches on August 15, 2023, November 15, 2023, February 15, 2024 and May 15, 2024, subject to continued service as a member of the Board of Directors of the Issuer.
( 3 )Includes shares of Class A Common Stock to be issued upon vesting and settlement of Restricted Stock Units reported on this Form 4.
( 4 )Includes 238,362 shares of Class A common stock that are unvested and subject to forfeiture if certain vesting conditions are not satisfied. The 238,362 shares of Class A common stock subject to forfeiture do not have any voting rights. The 238,362 shares of Class A common stock will vest in two equal tranches if the closing price of the Class A Common Stock exceeds $12.50 and $15.00 per share, respectively, for any 20 trading days within any 30-trading day period commencing on or after October 27, 2021 and ending on June 21, 2026 (the shares will also vest based on certain price targets in connection with a sale of the Issuer). If the vesting conditions are not met on on before June 21, 2026 (subject to extension if a definitive agreement for a sale of the Issuer has been entered into prior to June 21, 2026), the shares not then-vested will be forfeited for no consideration.

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).

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