MICHAEL C. JONAS - 07 Sep 2022 Form 4 Insider Report for Zedge, Inc. (ZDGE)

Role
Executive Chairman, Director, 10%+ Owner
Signature
Joyce J. Mason, by Power of Attorney
Issuer symbol
ZDGE
Transactions as of
07 Sep 2022
Transactions value $
$0
Form type
4
Filing time
15 Sep 2022, 16:10:42 UTC
Previous filing
10 Aug 2021
Next filing
11 Sep 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZDGE Class B Common Stock, par value $.01 per share Options Exercise +2.18K +0.16% 1.34M 07 Sep 2022 Direct F1, F2
holding ZDGE Class A Common Stock, par value $.01 per share 525K 07 Sep 2022 Direct

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
transaction ZDGE Deferred Stock Units Options Exercise $0 -2.18K -7.5% $0.00 26.8K 07 Sep 2022 Class B Common Stock 2.18K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Deferred Stock Units, or DSUs, convert into shares of Class B Common Stock on a one-for-one basis.
F2 Includes 471 unvested restricted shares that vest on November 7, 2022; 61,728 unvested restricted shares that vest as follows: 30,864 on each of February 7, 2023 and February 7, 2024; and 2,175 shares issued upon the vesting of DSUs.
F3 On September 7, 2021, the Reporting Person was granted 29,000 DSUs. THE DSU grant provided that vesting of 30% of the DSUs will be time-based as follows: 25% on September 7, 2022, 33% on September 7, 2023, and 42% on September 7, 2024. Vesting of the remaining 70% of the DSUs will be on the following dates in the following amounts only if the aggregate market capitalization of the Issuer's equity securities has reached or exceeded $451 million for five consecutive trading days between the grant date and the vest date: 25% on September 7, 2022, up to 58% (the prior 25% and an additional 33%) on September 7, 2023, and up to 100% on September 7, 2024. In the event the market capitalization condition has not been met prior to a vesting date, but is met by a subsequent vesting date, all DSUs eligible for vesting prior to that date shall vest. The market capitalization condition was not met for the vest that was to occur on September 7, 2022.