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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 02/21/2024 | M | 91,292 | (6) | (6) | Common Stock | 91,292 | $ 0 | 273,876 | D | ||||
| Restricted Stock Units | (1) | 02/21/2024 | A | 326,359 | (7) | (7) | Common Stock | 326,359 | $ 0 | 326,359 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Gandler David C/O FUBOTV INC. 1290 AVENUE OF THE AMERICAS NEW YORK, NY 10104 |
X | Chief Executive Officer | ||
| /s/ David Gandler | 02/23/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of fuboTV Inc. common stock. |
| (2) | On February 20, 2024, the RSUs were settled in cash based on the closing price of the common stock on February 20, 2024, pursuant to the terms of the fuboTV Inc. 2020 Equity Incentive Plan. The Reporting Person did not sell any shares in connection with the transactions reported in this Form 4. |
| (3) | Shares held by David Gandler & Yuriy Boykivttees Diana Gandler 2020 Family Irrevocable Trust u/a dtd 09-30-20. The Reporting Person is a beneficiary of this trust and has voting and investment power over this trust. |
| (4) | Shares held by Yuriy Boykiv Trustee Chloe Gandler 2020 Irrevocable Trust u/a dtd 09-30-2020. The Reporting Person has voting and investment power over this trust. |
| (5) | Shares held by Yuriy Boykiv Trustee Forest Gandler 2020 Irrevocable Trust u/a dtd 09-30-2020. The Reporting Person has voting and investment power over this trust. |
| (6) | The remaining RSUs vest in three annual installments on February 20, 2025, February 20, 2026 and February 20, 2027, subject to the Reporting Person's continued service to the Issuer through each vesting date. |
| (7) | The Issuer previously granted the Reporting Person an award of restricted stock units that vest based on the Issuer's satisfaction of certain performance objectives. On February 21, 2024, the performance condition was determined to have been satisfied for the period beginning on January 1, 2023 and ending on December 31, 2023, resulting in 326,359 shares of common stock subject to such award becoming eligible to vest on or prior to February 20, 2026. |