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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 | ||||||||
| Stock Options | $ 12.05 | 05/03/2024 | M | 46,206 | (6) | 02/07/2030 | Class A Common Stock | 46,206 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Karlborg Anders C/O VERTIV HOLDINGS CO 505 N. CLEVELAND AVE WESTERVILLE, OH 43082 |
EVP, Man., Logistics and Op Ex | |||
| /s/ Robert M. Wolfe, as attorney-in-fact | 05/07/2024 | |
| **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) | Represents the weighted average sale price. The trades were executed in a series of transactions with price ranges of $92.63 to $93.62. The reporting person undertakes to provide to Vertiv Holdings Co, any security holder of Vertiv Holdings Co, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote and in footnotes 2 and 3. |
| (2) | Represents the weighted average sale price. The trades were executed in a series of transactions with price ranges of $93.63 to $94.60. |
| (3) | Represents the weighted average sale price. The trades were executed in a series of transactions with price ranges of $94.63 to $94.82. |
| (4) | Represents the automatic withholding by the issuer to satisfy the reporting person's tax obligation upon vesting and settlement of restricted stock units (?RSUs?), including dividend-equivalent stock units (?DSUs?). Pursuant to the terms of the 2020 Stock Incentive Plan, fractional shares are mandatorily settled in cash. |
| (5) | Includes shares, RSUs and DSUs. |
| (6) | The option award vested and became exercisable in four equal tranches on February 7, 2021, February 7, 2022, February 7, 2023 and February 7, 2024. |