Shlomo Dovrat - Jul 22, 2021 Form 3 Insider Report for Outbrain Inc. (OB)

Signature
/s/ Shlomo Dovrat
Stock symbol
OB
Transactions as of
Jul 22, 2021
Transactions value $
$0
Form type
3
Date filed
7/22/2021, 06:33 PM
Next filing
Jul 29, 2021

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
holding OB Series B Preferred Stock Jul 22, 2021 Common Stock 4.28M See footnote F1, F2, F3
holding OB Series C Preferred Stock Jul 22, 2021 Common Stock 1.05M See footnote F1, F2, F3
holding OB Series D Preferred Stock Jul 22, 2021 Common Stock 479K See footnote F1, F2, F3
holding OB Series F Preferred Stock Jul 22, 2021 Common Stock 175K See footnote F1, F2, F3
holding OB Series G Preferred Stock Jul 22, 2021 Common Stock 333K See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares of Series B, Series C, Series D, Series F and Series G Preferred Stock will convert to Common Stock at the ratio specified in the company's Eleventh Amended and Restated Certificate of Incorporation, which is included as Exhibit 3.3 to the company's Registration Statement on Form S-1, as amended (File No. 333-257525), in connection with the consummation of the company's initial public offering.
F2 The shares are held directly by Viola Ventures III, L.P. ("Viola Ventures"). Viola Ventures GP 3 Ltd. ("Viola") is the general partner of Viola Ventures (together with Viola, the "Viola Entities") and possess sole voting and dispositive power over these shares.
F3 The reporting person, through his position, relationship and/or affiliation with the Viola Entities, may have shared voting and investment power with respect to the shares beneficially owned by Viola Ventures. As such, the reporting person may be deemed to have or share beneficial ownership of the shares beneficially owned by Viola Ventures. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.