Lawrence Samuelson - Dec 8, 2021 Form 3 Insider Report for CVENT HOLDING CORP. (CVT)

Signature
/s/ Lawrence J. Samuelson
Stock symbol
CVT
Transactions as of
Dec 8, 2021
Transactions value $
$0
Form type
3
Date filed
12/20/2021, 07:10 PM
Next filing
Apr 4, 2022

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 764K $3.66 Direct F1, F2, F3
holding CVT Stock Option (right to buy) Dec 8, 2021 Common Stock 270K $5.07 Direct F1, 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 outstanding equity award of Legacy Cvent was exchanged for comparable equity awards that are exercisable for shares of common stock, par value $0.0001 per share, of the Issuer ("New Cvent Common Stock").
F2 (Continued from Footnote 1) 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:

Senior Vice President, General Counsel and Corporate Secretary Exhibit 24 - Power of Attorney