David C. Quattrone - Dec 8, 2021 Form 3 Insider Report for CVENT HOLDING CORP. (CVT)

Role: Chief Technology Officer
Signature: /s/ Lawrence J. Samuelson, attorney-in-fact for David C. Quattrone
Stock symbol: CVT
Transactions as of: Dec 8, 2021
Transactions value $: $0
Form type: 3
Date filed: 12/20/2021, 07:08 PM
Next filing: Mar 2, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	CVT	Common Stock						1.09M	Dec 8, 2021	Direct	F1
holding	CVT	Common Stock						409K	Dec 8, 2021	By David C. Quattrone Irrevocable Trust (2013)	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	CVT	Stock Option (right to buy)							Dec 8, 2021	Common Stock	4.21M	$3.66	Direct	F2, F3
holding	CVT	Stock Option (right to buy)							Dec 8, 2021	Common Stock	681K	$3.66	By David C. Quattrone Irrevocable Trust (2013)	F2, F3
holding	CVT	Stock Option (right to buy)							Dec 8, 2021	Common Stock	13.6K	$3.66	Direct	F2, F3
holding	CVT	Stock Option (right to buy)							Dec 8, 2021	Common Stock	1.22M	$5.07	Direct	F2, F4

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

Explanation of Responses:

Id	Content
F1	On December 8, 2021 (the "Closing Date"), Cvent Holding Corp. (the "Issuer"), formerly known as Dragoneer Growth Opportunities Corp. II, acquired Papay Topco, Inc. ("Legacy Cvent") in a series of mergers (the "Mergers") pursuant to a Business Combination Agreement (the "Business Combination Agreement") by and among the Issuer, Redwood Opportunity Merger Sub, Inc., Redwood Merger Sub LLC, and Legacy Cvent. In accordance with the terms and subject to the conditions of the Business Combination Agreement, on the Closing Date, each share of Legacy Cvent Common Stock held by the Reporting Person was converted into the right to receive shares of common stock, par value $0.0001 per share, of the Issuer (the "New Cvent Common Stock").
F2	On the Closing Date, in accordance with the terms and subject to the conditions of the Business Combination Agreement, each outstanding equity award of Legacy Cvent was exchanged for comparable equity awards that are exercisable for shares of New Cvent Common Stock. Accordingly, the Reporting Person received stock options of the Issuer to purchase New Cvent Common Stock (the "New Cvent Options"), subject to the same vesting terms as the corresponding options to purchase common stock of Legacy Cvent (the "Legacy Cvent Options").
F3	Such New Cvent Options held by the Reporting Person were granted subject to service-based vesting requirements that applied with respect to the applicable Legacy Cvent Options. Accordingly, such New Cvent Options are deemed to have become fully vested and exercisable on November 29, 2020.
F4	Such New Cvent Options held by the Reporting Person were granted subject to service-based vesting requirements that applied with respect to the applicable Legacy Cvent Options, as follows: 25% will vest on March 15, 2022 and the remaining 75% will vest on March 15, 2023, subject to the Reporting Person's continuous service with the Issuer through each applicable vesting date.

Remarks:

Exhibit 24 - Power of Attorney