Zuhairah Scott Washington - Jul 28, 2023 Form 4 Insider Report for Olo Inc. (OLO)

Role
Director
Signature
/s/ Jennifer C. Wong, Attorney-in-Fact
Stock symbol
OLO
Transactions as of
Jul 28, 2023
Transactions value $
-$3,671
Form type
4
Date filed
8/1/2023, 04:26 PM
Previous filing
Jun 20, 2023
Next filing
Mar 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OLO Class A Common Stock Conversion of derivative security +2.25K +7.32% 33K Jul 28, 2023 Direct F1
transaction OLO Class A Common Stock Sale -$17.1K -2.25K -6.82% $7.60 30.7K Jul 28, 2023 Direct 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 OLO Stock Option (Right to Buy) Options Exercise $0 -2.25K -1.1% $0.00 202K Jul 28, 2023 Class B Common Stock 2.25K $5.97 Direct F4
transaction OLO Class B Common Stock Options Exercise $13.4K +2.25K $5.97 2.25K Jul 28, 2023 Class A Common Stock 2.25K Direct F1
transaction OLO Class B Common Stock Conversion of derivative security $0 -2.25K -100% $0.00* 0 Jul 28, 2023 Class A Common Stock 2.25K Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the trading day immediately following the seventh anniversary of the Initial Public Offering, (b) the last trading day of the fiscal quarter immediately following the date upon which the then outstanding shares of Class B common stock first represent less than 10% of the aggregate number of the then outstanding shares of Class A common stock and Class B common stock, or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B common stock, voting as a single class.
F2 These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2023.
F3 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.50 to $7.675, inclusive. Full information regarding the number of shares sold at each separate price can be furnished to the Issuer, any security holder of the Issuer, or the SEC staff upon request.
F4 Immediately exercisable.