Jim Frankola - Jun 15, 2023 Form 4 Insider Report for CVENT HOLDING CORP. (CVT)

Role: Director
Signature: /s/ Kevin Frank, attorney-in-fact for Jim Frankola
Stock symbol: CVT
Transactions as of: Jun 15, 2023
Transactions value $: -$1,057,443
Form type: 4
Date filed: 6/20/2023, 06:26 PM
Previous filing: Jun 12, 2023
Next filing: May 13, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CVT	Common Stock	Disposed to Issuer	-$396K	-46.6K	-100%	$8.50	0	Jun 15, 2023	Direct	F1, F2
transaction	CVT	Common Stock	Disposed to Issuer	-$661K	-77.8K	-100%	$8.50	0	Jun 15, 2023	By Frankola Revocable Trust UA September 12, 2011, Jim and Pam Frankola TRS	F1, F2

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

Jim Frankola is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to that certain Agreement and Plan of Merger, dated as of March 14, 2023 (the "Merger Agreement"), by and among the Issuer, Capstone Borrower, Inc. ("Parent"), and Capstone Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $8.50 per share in cash, without interest (the "Merger Consideration").
F2	The shares of the Issuer's common stock reported as disposed by the Reporting Person include restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) Merger Consideration and (b) the number of shares of the Issuer's common stock subject to such RSUs as of immediately prior to the Effective Time.

Content

Pursuant to that certain Agreement and Plan of Merger, dated as of March 14, 2023 (the "Merger Agreement"), by and among the Issuer, Capstone Borrower, Inc. ("Parent"), and Capstone Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $8.50 per share in cash, without interest (the "Merger Consideration").

The shares of the Issuer's common stock reported as disposed by the Reporting Person include restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (a) Merger Consideration and (b) the number of shares of the Issuer's common stock subject to such RSUs as of immediately prior to the Effective Time.