Shlomo Dovrat - 27 Jul 2021 Form 4 Insider Report for Outbrain Inc. (OB)

Role
Director, 10%+ Owner
Signature
/s/ Shlomo Dovrat
Issuer symbol
OB
Transactions as of
27 Jul 2021
Transactions value $
$0
Form type
4
Filing time
29 Jul 2021, 17:03:13 UTC
Previous filing
22 Jul 2021
Next filing
09 Nov 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OB Common Stock Conversion of derivative security $0 +6.35M $0.00 6.35M 27 Jul 2021 See footnote 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 OB Series B Preferred Stock Conversion of derivative security $0 -4.28M -100% $0.00* 0 27 Jul 2021 Common Stock 4.28M See footnote F1, F2, F3
transaction OB Series C Preferred Stock Conversion of derivative security $0 -1.05M -100% $0.00* 0 27 Jul 2021 Common Stock 1.05M See footnote F1, F2, F3
transaction OB Series D Preferred Stock Conversion of derivative security $0 -479K -100% $0.00* 0 27 Jul 2021 Common Stock 479K See footnote F1, F2, F3
transaction OB Series F Preferred Stock Conversion of derivative security $0 -175K -100% $0.00* 0 27 Jul 2021 Common Stock 200K See footnote F1, F2, F3, F4
transaction OB Series G Preferred Stock Conversion of derivative security $0 -333K -100% $0.00* 0 27 Jul 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 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 possesses sole voting and dispositive power over these shares.
F2 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.
F3 The shares of Series B, Series C, Series D, Series F and Series G Preferred Stock previously reported by the reporting person converted to Common Stock on July 27, 2021 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.
F4 Includes 24,604 shares issued pursuant to a preset automatic anti-dilution adjustment set forth in the terms of the Series F Preferred Stock.