David J. Field - May 10, 2022 Form 4 Insider Report for AUDACY, INC. (AUDA)

Role
Chairman, President and CEO, Director
Signature
David J. Field by /s/ Andrew P. Sutor, IV, Authorized Signatory
Stock symbol
AUDA
Transactions as of
May 10, 2022
Transactions value $
$0
Form type
4
Date filed
5/11/2022, 05:25 PM
Previous filing
Apr 4, 2022
Next filing
May 23, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AUDA Class A Common Stock, par value $0.01 per share Award $0 +75K +3.6% $0.00 2.16M May 10, 2022 Direct F1
transaction AUDA Class A Common Stock, par value $0.01 per share Award $0 +250K +11.58% $0.00 2.41M May 10, 2022 Direct F2
transaction AUDA Class A Common Stock, par value $0.01 per share Award $0 +750K +31.14% $0.00 3.16M May 10, 2022 Direct F3
holding AUDA Class A Common Stock, par value $0.01 per share 1.72M May 10, 2022 By Trust
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares represent restricted stock units subject to time-based vesting, as described in the grant instrument. While this grant was approved by the Issuer on December 1, 2021 (in connection with the Issuer's 2021 annual equity grant program), such grant was subject to the Issuer's shareholders approving a new equity compensation plan at the 2022 annual meeting of shareholders, which occurred on May 10, 2022.
F2 These shares represent restricted stock units subject to time-based vesting as described in the Reporting Person's Employment Agreement dated December 14, 2021 (which was filed as Exhibit 10.4 to the Issuer's Annual Report on Form 10K on March 1, 2022). This grant was subject to the Issuer's shareholders approving a new equity compensation plan at the 2022 annual meeting of shareholders, which occurred on May 10, 2022.
F3 These shares represent restricted stock units subject to performance based vesting as described in the Reporting Person's Employment Agreement dated December 14, 2021 (which was filed as Exhibit 10.4 to the Issuer's Annual Report on Form 10K on March 1, 2022). The vesting requirements are a function of the Issuer's share price reaching thresholds of $6.00 per share (for 1/3rd of these shares), $9.00 per share (for 1/3rd of these shares) and $12.00 per share (for the remaining 1/3rd of these shares), as was summarized by the Issuer in a Form 8K filed on December 17, 2021. This grant was subject to the Issuer's shareholders approving a new equity compensation plan at the 2022 annual meeting of shareholders, which occurred on May 10, 2022.