Ryan O'Hare - 24 Apr 2024 Form 3 Insider Report for Keypath Education International, Inc. (NONE)

Role
CEO, Australia Asia-Pacific
Signature
/s/ Eric Israel, attorney-in-fact
Issuer symbol
NONE
Transactions as of
24 Apr 2024
Net transactions value
$0
Form type
3
Filing time
24 Apr 2024, 21:43:36 UTC
Next filing
12 Sep 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NONE Common Stock 808,398 24 Apr 2024 Direct F1
holding NONE Common Stock 52,716 24 Apr 2024 By O'Hare Investments A/C F1, F2

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 NONE Stock Option (Right to Buy) 24 Apr 2024 Common Stock 560,844 $2.87 Direct F3
holding NONE Restricted Stock Units 24 Apr 2024 Common Stock 359,301 Direct F4, F5
holding NONE Restricted Stock Units 24 Apr 2024 Common Stock 239,534 Direct F4, F5, F6
holding NONE Restricted Stock Units 24 Apr 2024 Common Stock 300,000 Direct F4, F5
holding NONE Restricted Stock Units 24 Apr 2024 Common Stock 600,000 Direct F4, F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of shares of common stock, par value $0.01 per share ("Common Stock"), of Keypath Education International, Inc. (the "Issuer") underlying issued and outstanding CHESS Depositary Interests ("CDIs") that are listed by the Issuer for trading on the Australian Securities Exchange. CDIs are convertible at the option of the holder thereof into shares of Common Stock on a 1-for-1 basis.
F2 The Reporting Person and his spouse are co-trustees and beneficiaries of O'Hare Investments A/C.
F3 The exercise price of AUD3.71 per share is reported in column 4 in U.S. Dollars using a foreign exchange rate of 1 U.S. Dollar to 1.29366 Australian Dollars on the grant date. Once exercisable, each stock option may be exercised to purchase CDIs pursuant to the terms and conditions set forth in the Stock Option Award Agreement, dated as of May 10, 2021, by and between the Issuer and the Reporting Person.
F4 Not applicable.
F5 The restricted stock units ("RSUs") were granted under the 2021 Equity Incentive Plan of the Issuer. Each RSU represents a contingent right to receive one CDI as of the vesting date.
F6 The Reporting Person was awarded 359,301 RSUs on November 30, 2022, of which 119,767 vested on September 1, 2023, 119,767 will vest on September 1, 2024, and 119,767 will vest on September 1, 2025.
F7 The Reporting Person was awarded 600,000 RSUs on November 30, 2023, which will vest in three equal annual installments beginning on September 1, 2024.

Remarks:

Exhibit 24.1 - Power of Attorney