Helena Foulkes - Jun 23, 2022 Form 4 Insider Report for Skillsoft Corp. (SKIL)

Role: Director
Signature: /s/ Sarah Hilty, as attorney-in-fact for Helena Foulkes
Stock symbol: SKIL
Transactions as of: Jun 23, 2022
Transactions value $: $0
Form type: 4
Date filed: 6/24/2022, 07:49 PM
Previous filing: Dec 30, 2021
Next filing: Jun 23, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	SKIL	Class A Common Stock						200K	Jun 23, 2022	Direct	F1

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	SKIL	Restricted Stock Units	Options Exercise	$0	-21.6K	-100%	$0.00^*	0	Jun 23, 2022	Class A Common Stock	21.6K		Direct	F2, F3
transaction	SKIL	Phantom Stock	Options Exercise	$0	+21.6K		$0.00	21.6K	Jun 23, 2022	Class A Common Stock	21.6K		Direct	F4
transaction	SKIL	Restricted Stock Units	Award	$0	+35.4K		$0.00	35.4K	Jun 23, 2022	Class A Common Stock	35.4K		Direct	F2, F5

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

Explanation of Responses:

Id	Content
F1	Consists of shares of Class A common stock received for no additional consideration in a pro-rata distribution in-kind by Churchill Sponsor II LLC ("Sponsor") on June 17, 2022 as disclosed by Sponsor on a Form 4 filed June 22, 2022, which was exempt from reporting pursuant to Rule 16a-9.
F2	Each restricted stock unit represents a contingent right to receive one share of Class A common stock of the Issuer.
F3	The restricted stock units vest on the earlier of December 28, 2022 or the date of the Issuer's next annual meeting of stockholders following the date of grant, subject to the Reporting Person's continued service.
F4	Each share of phantom stock represents a contingent right to receive one share of Class A common stock of the Issuer and resulted from the deferral of vested restricted stock unit award shares.
F5	The restricted stock units vest on the earlier of (i) the one-year anniversary of the date of grant or (ii) the date of the Issuer's next annual meeting of stockholders following the date of grant, subject to the Reporting Person's continued service.