KLEIN JONATHAN D - 22 Jul 2022 Form 3 Insider Report for Getty Images Holdings, Inc. (GETY)

Role
Director
Signature
/s/ Kjelti Kellough, as attorney in fact for Jonathan Klein
Issuer symbol
GETY
Transactions as of
22 Jul 2022
Net transactions value
$0
Form type
3
Filing time
22 Jul 2022, 17:56:45 UTC
Previous filing
17 Jun 2022
Next filing
16 Mar 2023
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 2,124,672 22 Jul 2022 Direct
holding GETY Class A common stock 410,631 22 Jul 2022 By Aston Aladmax LLC F1

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 Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 319,761 $2.82 Direct F2
holding GETY Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 38,270 $2.74 Direct F2
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 1,548,936 Direct F3
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 114,834 By Aston Aladmax LLC F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Directly held by Aston Aladmax LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.
F2 Stock options are fully vested and exercisable.
F3 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 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