Form 4 for DTI Drilling Tools International Corp

Accepted 2023-06-22 00:00:00 ET · period of report 2023-06-20 · accession 0000899243-23-016306 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
D	2023-06-22	2023-06-20	DTI	Johnson David Richard	CFO	A - Grant	—	+45.6K	45.6K	New	—
D	2023-06-22	2023-06-20	DTI	Johnson David Richard	CFO	A - Grant	—	+132.4K	132.4K	New	—

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2023-06-20	A	A	45,647	—	45,647	D	—	—	(F1) Received in connection with the Issuer's business combination (the "Business Combination") with Drilling Tools International Holdings, Inc. ("Legacy DTI") in accordance with the terms of the Agreement and Plan of Merger dated as of February 13, 2023 and amended as of June 5, 2023 (the "Merger Agreement"), by and among the Issuer (f/k/a ROC Energy Acquisition Corp.), ROC Merger Sub, Inc. and Legacy DTI. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy DTI (i) common stock was converted into the right to receive 0.2282 shares of common stock of the Issuer ("Common Stock") and (ii) preferred stock was converted into the right to receive 0.3299 shares of Common Stock and $0.54 in cash. The Business Combination closed on June 20, 2023 (the "Closing Date").
2	Derivative	Stock Option (right to buy)	2023-06-20	A	A	132,375	—	132,375	D	$3.72 · — to 2027-04-01	132,375 Common Stock	(F3) The stock options were received in exchange for stock options to purchase 580,000 shares of common stock of Legacy DTI for $0.85 per share in connection with the Business Combination. (F2) As of the Closing Date, all shares of Common Stock subject to the stock options held by the Reporting Person are vested.