Asure Software Inc SEC Filings

Form 4 filing overview: Clover Health Investments (CLOV) reported insider activity by Jamie L. Reynoso, listed as “CEO, Medicare Advantage.” On 30 June 2025 Ms. Reynoso earned 217,523 Class A shares through the final tranche of a March 16 2023 performance-based RSU award. To satisfy withholding taxes, the company automatically sold 85,596 shares at $2.79 per share. After the automatic sale, Ms. Reynoso’s direct ownership stands at 3,328,328 Class A shares, up roughly 132 k shares versus the prior balance.

• Nature of transaction: “A” code denotes acquisition from equity award; “F” code denotes shares withheld for taxes—neither represents an open-market trade.
• Cost basis: RSUs were settled at no cash cost to the insider; only the tax-withholding sale carries a market price.
• Alignment impact: The executive retains a sizable equity stake (≈3.3 million shares), reinforcing incentive alignment, but no new cash investment was made.

Overall, the filing reflects routine equity-compensation vesting and related tax withholding rather than a discretionary buy or sell decision. Market impact is expected to be neutral barring other catalysts.

Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is marketing five-year, auto-callable “Worst-of” Jump Securities linked to the Dow Jones Industrial Average (INDU), Nasdaq-100 (NDX) and Russell 2000 (RTY).

• Issue price: $1,000 per security; estimated value: $956.70 (≈4.3% below issue price).
• Auto-call feature: If on the first determination date (5 Aug 2026) each index closes at or above its initial level, the note is redeemed early for $1,197.50-$1,227.50 (≈+20-23%) and terminates.
• Participation: 150% of any positive performance of the worst-performing index, payable at maturity if not auto-called.
• Protection: Principal is returned in full provided the worst index does not fall below its 70% downside threshold (-30%) on the final observation date. Below that level, repayment is reduced 1-for-1 with the index decline (e.g., -40% worst index ⇒ $600).
• Maturity & key dates: Pricing 31 Jul 2025; final determination 31 Jul 2030; maturity 5 Aug 2030; CUSIP 61778NCG4.

The securities do not pay periodic interest, are unsecured and unsubordinated MSFL obligations, and will not be listed. Investors face credit risk, market risk, liquidity constraints, and potential tax complexity. The worst-of structure amplifies downside exposure and caps upside via auto-call.

Penguin Solutions, Inc. (ticker: SGH) filed Post-Effective Amendment No. 1 to sixteen previously effective Form S-8 registration statements following completion of its court-approved redomiciliation from the Cayman Islands to the State of Delaware on 30 June 2025. Acting under Rule 414 of the Securities Act, the Delaware successor issuer formally adopts each S-8 as its own, thereby maintaining registration of shares issuable under three employee equity plans: the Amended & Restated 2017 Stock Incentive Plan, 2018 Employee Stock Purchase Plan and 2021 Inducement Plan.

The amendment does not register additional securities; instead it provides that all outstanding awards will settle in Delaware common stock on a one-for-one basis with the former Cayman ordinary shares, preserving both share count and economic rights for plan participants and shareholders. The company continues to qualify as a large accelerated filer and incorporates by reference all historical reports filed by the Cayman entity, plus future Exchange Act filings, ensuring uninterrupted periodic reporting.

The filing also supplies updated governance documents (certificate of incorporation, bylaws) and customary exhibits, restates indemnification provisions for directors and officers under Delaware law, and confirms that directors and officers are covered by D&O insurance. Overall, the amendment is primarily administrative, aligning the company’s equity plans and SEC filings with its new U.S. domicile while leaving capital structure and operating results unchanged.

Asure Software, Inc. (NASDAQ: ASUR) – Form 4 filing dated 18 Jun 2025 details insider activity by Chief Revenue Officer Eyal Goldstein.

• On 16 Jun 2025, Goldstein exercised 16,141 employee stock options at an exercise price of $6.43 (transaction code “M”).
• To cover associated taxes, 12,801 shares were withheld by the issuer at a market price of $9.76 (transaction code “F”).
• Net result is an incremental ownership of approximately 3,340 common shares, lifting Goldstein’s direct holdings to 336,674 shares.
• The underlying option grant was originally issued on 30 Jun 2020 and fully vested by 30 Jun 2023.

The transactions are routine for option exercises and tax withholding and do not involve open-market buying or selling. No derivative positions remain from this grant.