William J. Horton - Jan 6, 2023 Form 4 Insider Report for Weber Inc. (WEBR)

Role: Chief Financial Officer
Signature: /s/ Erik Chalut as Attorney-in-Fact for William J. Horton
Stock symbol: WEBR
Transactions as of: Jan 6, 2023
Transactions value $: $0
Form type: 4
Date filed: 1/10/2023, 08:31 PM
Previous filing: Nov 9, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WEBR	Class B Common Stock	Conversion of derivative security		+161K			161K	Jan 6, 2023	See footnotes	F1, F2, F3

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	WEBR	Profits Units in Weber HoldCo LLC	Conversion of derivative security		-449K	-66.67%		224K	Jan 6, 2023	Class A Common Stock	449K	$5.79	See footnotes	F3, F4, F5
transaction	WEBR	Profits Units in Weber HoldCo LLC	Conversion of derivative security		-449K	-66.67%		224K	Jan 6, 2023	Class A Common Stock	449K	$7.50	See footnotes	F3, F4, F5
transaction	WEBR	LLC Units in Weber HoldCo LLC	Conversion of derivative security		+161K			161K	Jan 6, 2023	Class A Common Stock	161K	$0.00	See footnotes	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	Reflects the issuance of shares of Class B common stock of the issuer ("Class B Common Stock") (and a corresponding number of common units of Weber HoldCo LLC ("LLC Units")) to Weber-Stephen Management Pool LLC ("Management Pool LLC") upon the conversion of Profits Units (as defined below) based on the intrinsic or spread value of the Profits Units at the time of conversion.
F2	Reflects shares of Class B Common Stock and LLC Units in which the reporting person holds an indirect pecuniary interest through ownership of corresponding common units of Management Pool LLC.
F3	The LLC Units (and a corresponding number of shares of Class B Common Stock) may be distributed to the reporting person at the reporting person's election, in which case the reporting person may then require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of Class A common stock of the issuer ("Class A Common Stock") on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment. The LLC Units do not expire.
F4	Reflects profits units in Weber HoldCo LLC (the "Profits Units") in which the reporting person holds an indirect pecuniary interest through ownership of corresponding profits units of Management Pool LLC. The Profits Units are convertible, at the reporting person's election, into LLC Units based on the intrinsic or spread value of the Profits Units at the time of conversion (at which time a corresponding number of shares of Class B Common Stock would be issued to Weber HoldCo LLC).
F5	Any Profits Units that have not been converted into LLC Units will automatically be converted into LLC Units following the first to occur of (i) the five-year anniversary of vesting and (ii) the one-year anniversary of the reporting person's termination of employment.