Danielle Puceta - Dec 1, 2022 Form 4 Insider Report for Emerald Holding, Inc. (EEX)

Role: EVP, Content & Commerce
Signature: /s/ Danielle Puceta
Stock symbol: EEX
Transactions as of: Dec 1, 2022
Transactions value $: $0
Form type: 4
Date filed: 3/3/2023, 04:32 PM
Previous filing: Nov 8, 2022

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

Type	Sym	Class	Transaction	Value $	Shares	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	EEX	Stock Option (Right to Buy)	Award	$0	+21.7K	$0.00	21.7K	Dec 1, 2022	Common Stock	21.7K	$3.70	Direct	F1
transaction	EEX	Stock Option (Right to Buy)	Award	$0	+21.7K	$0.00	21.7K	Dec 1, 2022	Common Stock	21.7K	$6.00	Direct	F1
transaction	EEX	Stock Option (Right to Buy)	Award	$0	+21.7K	$0.00	21.7K	Dec 1, 2022	Common Stock	21.7K	$8.00	Direct	F1
transaction	EEX	Stock Option (Right to Buy)	Award	$0	+80K	$0.00	80K	Mar 1, 2023	Common Stock	80K	$3.81	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of as the Emerald Holding, Inc. 2017 Omnibus Equity Plan, as amended (the "Equity Plan"). Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of December 1, 2023, December 1, 2024, December 1, 2025, December 1, 2026 and December 1, 2027. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than December 4, 2029.
F2	The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of the Equity Plan. Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of March 1, 2024, March 1, 2025, March 1, 2026, March 1, 2027 and March 1, 2028. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than March 1, 2030.

Content

The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of as the Emerald Holding, Inc. 2017 Omnibus Equity Plan, as amended (the "Equity Plan"). Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of December 1, 2023, December 1, 2024, December 1, 2025, December 1, 2026 and December 1, 2027. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than December 4, 2029.

The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of the Equity Plan. Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of March 1, 2024, March 1, 2025, March 1, 2026, March 1, 2027 and March 1, 2028. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than March 1, 2030.