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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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Brandt Yann 9020 N CAPT TX 1 260 AUSTIN, TX 78759 |
Chief Executive Officer | |||
| /s/ Cathy Behnen, as Attorney-in-Fact | 08/19/2024 | |
| **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) | Reflects a grant of restricted stock units (RSUs) pursuant to an employment agreement as an inducement grant to a new hire outside of the Issuer's 2021 Stock Incentive Plan, and is subject to a four-year vesting period as follows: (a) 25% of RSUs will vest on the grant date and (b) 1/48 of the RSUs will vest at the end of each month thereafter for the next 36 months; provided, in each case, in each case, that the reporting person is an active employee as of each such relevant vesting date. |
| (2) | Reflects a grant of performance based RSUs pursuant to an employment agreement as an inducement grant to a new hire outside of the Issuer's 2021 Stock Incentive Plan, and is subject to vesting, in whole or in part as further described in the employment agreement, upon (i) the Issuer's publicly traded common stock achieving a $5, $8 and/or $10 price during the four year period from the grant date and (ii) the recipient's continued employment with the Issuer on any such date of achievement. |