Christopher Gerard Murphy - Sep 17, 2021 Form 4 Insider Report for Thoughtworks Holding, Inc. (TWKS)

Role
Chief Executive Officer of Thoughtworks North America
Signature
/s/ Christine McKillip as Attorney-in-Fact for the Reporting Person
Stock symbol
TWKS
Transactions as of
Sep 17, 2021
Transactions value $
-$1,718,911
Form type
4
Date filed
9/21/2021, 09:05 PM
Previous filing
Sep 17, 2021
Next filing
Nov 22, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TWKS Common Stock Sale -$1.72M -86.6K -20.87% $19.85 328K Sep 17, 2021 Direct
transaction TWKS Common Stock Award $0 +64.8K +19.73% $0.00 393K Sep 21, 2021 Direct F1
transaction TWKS Common Stock Award $0 +2.7K $0.00 2.7K Sep 21, 2021 By wife 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
transaction TWKS Options to purchase common stock Award $0 +277K +54.03% $0.00 789K Sep 17, 2021 Common Stock 277K $2.29 Direct F3
transaction TWKS Options to purchase common stock Award $0 +28.5K +35.4% $0.00 109K Sep 17, 2021 Common Stock 28.5K $2.29 Direct F4
transaction TWKS Options to purchase common stock Award $0 +81K +175.39% $0.00 127K Sep 17, 2021 Common Stock 81K $2.48 Direct F5
transaction TWKS Options to purchase common stock Award $0 +14.8K +130.81% $0.00 26.1K Sep 17, 2021 Common Stock 14.8K $5.16 Direct F6
transaction TWKS Stock appreciation rights Disposed to Issuer $0 -2.01K -100% $0.00* 0 Sep 21, 2021 Common Stock 2.01K Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities are restricted stock units ("RSUs"), which vest and settle 50% on each of the 6-month and 12-month anniversaries of grant, and include 1,786 RSUs received in exchange for New SARs (as defined below).
F2 The reported securities are RSUs granted to the reporting person's spouse, which include (i) 2,005 RSUs that vest and settle 50% on each of the 6-month and 12-month anniversaries of grant, which RSUs were received in respect of New SARs held by the reporting person's spouse that were inadvertently omitted from the reporting person's Form 3, and (ii) 698 RSUs that vest and settle in full on the 26-month anniversary of grant. The reporting person disclaims beneficial ownership of such reported securities held by the reporting person's spouse.
F3 28,672.83 of the reported securities remain subject to time-based vesting.
F4 11,801.89 of the reported securities remain subject to time-based vesting.
F5 28,324.88 of the reported securities remain subject to time-based vesting.
F6 11,329.00 of the reported securities remain subject to time-based vesting.
F7 The reported securities represented SARs with respect to the Class C Common Stock of the Company, which became SARs (the "New SARs") on the Company's common stock upon completion of the Company's initial public offering (the "IPO") on September 17, 2021. In connection with the IPO, the New SARs were exchanged for RSUs on the Company's common stock.

Remarks:

Chief Executive Officer of Thoughtworks North America