Powerfleet, Inc. — Director's Dealing 2019

Oct 3, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PowerFleet, Inc. (PWFL)
CIK: 0001774170
Period of Report: 2019-10-03

Reporting Person: ABRY Senior Equity V, L.P. (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock, par value $0.01 per share (5720640)		Direct
Convertible Promissory Notes	$	2020-09-30	Common Stock, par value $0.01 per share ()		Direct

Footnotes

F1: Each share of Series A Preferred Stock is convertible at any time, at the option of the holder, into a number of shares of common stock, par value $0.01 per share, of the Issuer determined by dividing the issue price of the Series A Preferred Stock ($1,000 per share) (the "Issue Price"), plus any accrued and unpaid dividends, by the Series A Conversion Price at the time of conversion. The initial Series A Conversion Price is equal to $7.319, and is subject to adjustment. The Series A Preferred Stock has no expiration date.

F2: The principal amount of the Convertible Promissory Notes of the Issuer (the "Convertible Notes") held by the Reporting Person is $4,186,936.64. The Convertible Notes (including accrued interest) are convertible solely upon receipt of the approval by the Issuer's stockholders in accordance with Nasdaq rules. The conversion price of the Convertible Notes is equal to the Issue Price.