AGILYSYS INC — Director's Dealing 2021

Jun 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGILYSYS INC (AGYS)
CIK: 0000078749
Period of Report: 2021-05-27

Reporting Person: Kaufman Michael A (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-27	Common Stock	A	1435	$0.00	Acquired	5823	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4133991	Indirect

Footnotes

F1: Restricted shares granted under the Agilysys, Inc. 2020 Equity Incentive Plan. The shares vest on March 31, 2022.

F2: As reported on a Schedule 13D/A dated May 22, 2020 Mr. Kaufman indirectly beneficially owns 4,133,991 shares as follows: (a) MAK Capital One L.L.C. ("MAK Capital") beneficially owns 3,952,064 shares of Common Stock including (i) 2,060,458 shares of Common Stock and 1,437,950 shares of Series A Convertible Preferred Stock which are freely convertible into an equal number of shares of Common Stock held by MAK Capital Fund LP ("MAK Fund"), (ii) 297,507 shares of Series A Convertible Preferred Stock which are freely convertible into an equal number of shares of Common Stock held by MAK Capital Distressed Debt Fund I, LP ("MAK CDD Fund") and (b) 181,927 shares of Common Stock held by MAK GP LLC. Mr. Kaufman shares indirect beneficial ownership in such shares by virtue of being the managing member of MAK GP LLC and MAK Capital which is the investment manager of MAK Fund and MAK CDD Fund. Mr. Kaufman disclaims such beneficial ownership except to the extent of its pecuniary interest therein.