MICHAEL C. JONAS - 21 Jan 2025 Form 4 Insider Report for Zedge, Inc. (ZDGE)

Role
Executive Chairman, Director, 10%+ Owner
Signature
Joyce J. Mason, by Power of Attorney
Issuer symbol
ZDGE
Transactions as of
21 Jan 2025
Transactions value $
$0
Form type
4
Filing time
23 Jan 2025, 15:30:32 UTC
Previous filing
10 Sep 2024
Next filing
10 Sep 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ZDGE Class B Common Stock, par value $.01 per share 1.51M 21 Jan 2025 Direct F1
holding ZDGE Class A Common Stock, per value $.01 per share 525K 21 Jan 2025 Direct

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 ZDGE Deferred Stock Units Award $0 +12.7K $0.00 12.7K 21 Jan 2025 Class B Common Stock 12.7K Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 30,864 vested restricted shares; 116,208 unvested restricted shares, 38,736 shares of which shall vest on each of February 7, 2025, February 9, 2026, and February 8, 2027; and 8,700 shares issued upon the vesting of deferred stock units ("DSUs").
F2 Represents a grant of 12,700 DSUs. Each DSU represents the right to receive between 1/3 of a share and 3 shares of the Issuer's Class B common stock. Vesting of the DSUs will be as follows: 4,233 on each of September 8, 2025 and September 7, 2026; and 4,234 on September 6, 2027. The number of shares that will be issued for each DSU vested will depend on the market price for the Class B common stock as of the relevant vesting date. If the market price of Class B common stock on the vesting date is less than $2.76 (the baseline value of a share of Class B common stock at the time the grant was approved), 1/3 of a share will be issued per DSU; if the price is $7.00 or greater, 3 shares will be issued per DSU. For prices between $2.76 and $7.00, the number of shares issued will be proportionate based on six distinct market price bands. Upon vesting in full, the Reporting Person will be entitled to receive between 4,234 and 38,100 shares of Class B common stock.