Adeia Inc. — Director's Dealing 2020

Jun 4, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xperi Holding Corp (XPER)
CIK: 0001803696
Period of Report: 2020-06-01

Reporting Person: RAU RAGHAVENDRA (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-06-01	Common Stock	A	119884	—	Acquired	119884	Direct
2020-06-01	Common Stock	A	9877	—	Acquired	129761	Direct

Footnotes

F1: On June 1, 2020, pursuant to the Agreement and Plan of Merger and Reorganization, dated as of December 18, 2019, as amended on January 31, 2020, by and among Xperi Corporation, a Delaware corporation ("Legacy Xperi"), TiVo Corporation, a Delaware corporation ("TiVo"), Xperi Holding Corporation (f/k/a XRAY-TWOLF HoldCo Corporation), a Delaware corporation ("Xperi Holding"), XRAY Merger Sub Corporation, a Delaware corporation ("XRAY Merger Sub"), and TWOLF Merger Sub Corporation, ("TWOLF Merger Sub"), XRAY Merger Sub merged with and into Legacy Xperi with Legacy Xperi as the surviving corporation (the "Xperi Merger"), and TWOLF Merger Sub merged with and into TiVo with TiVo as the surviving corporation (the "TiVo Merger" and, together with the Xperi Merger, the "Mergers"). At the effective time of the Mergers (the "Effective Time"), each share of Legacy Xperi common stock was automatically converted into one share of Xperi Holding common stock (continued in next footnote)

F2: and each share of TiVo common stock was automatically converted into 0.455 (the "TiVo Exchange Ratio") shares of Xperi Holding common stock (in addition to cash in lieu of fractional shares).

F3: Represents restricted shares of Xperi Holding common stock. At the Effective Time, each restricted share of TiVo common stock ("TiVo Restricted Share") that was outstanding immediately prior to the Effective Time automatically converted into a number of shares of Xperi Holding common stock determined by multiplying the number of TiVo Restricted Shares by the TiVo Exchange Ratio, on the same terms and conditions (including any applicable forfeiture or vesting conditions) as were applicable to such TiVo Restricted Share immediately prior to the Effective Time.