GETTY MARK - 22 Jul 2022 Form 3 Insider Report for Getty Images Holdings, Inc. (GETY)

Role
Director, 10%+ Owner
Signature
/s/ Kjelti Kellough, as attorney in fact for Mark Getty
Issuer symbol
GETY
Transactions as of
22 Jul 2022
Net transactions value
$0
Form type
3
Filing time
22 Jul 2022, 17:54:44 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GETY Class A common stock 6,061,038 22 Jul 2022 Direct
holding GETY Class A common stock 3,957,803 22 Jul 2022 By Trust F1, F3
holding GETY Class A common stock 360,899 22 Jul 2022 By Trust F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 1,732,967 Direct F4
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 1,131,612 By Trust F1, F3, F4
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 103,188 By Trust F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Directly held by The October 1993 Trust, in which the Reporting Person may be deemed to have a beneficial interest.
F2 Directly held by The Options Settlement, in which the Reporting Person may be deemed to have a beneficial interest.
F3 The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.
F4 Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Agreement"), the Reporting Person has the contingent right to receive a pro rata amount of Class A common shares in each of three earnout periods, if at any time during the 10 year period following July 22, 2022 the volume weighted average price of a Class A common share is greater than or equal to, for any 20 trading days within any 30 consecutive trading day period (an "earnout period"): $12.50 for the first earnout period; $15.00 for the second earnout period; and $17.50 for the third earnout period as adjusted pursuant to the Agreement.

Remarks:

Exhibit 24 - Power of Attorney, incorporated herein by reference