Gemini Israel IV Limited Partnership - Jul 27, 2021 Form 4 Insider Report for Outbrain Inc. (OB)

Role
Former 10% Owner
Signature
Gemini Israel IV Limited Partnership; by: /s/ Yossi Sela, Managing Partner of Gemini Israel Funds Ltd., its General Partner
Stock symbol
OB
Transactions as of
Jul 27, 2021
Transactions value $
$0
Form type
4
Date filed
7/29/2021, 05:56 PM
Previous filing
Jul 29, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OB Common Stock Conversion of derivative security $0 +4.38M +814.61% $0.00 4.92M Jul 27, 2021 Direct F1, F2

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 A Preferred Stock Conversion of derivative security $0 -1.67M -100% $0.00* 0 Jul 27, 2021 Common Stock 1.67M Direct F1, F2
transaction OB Series B Preferred Stock Conversion of derivative security $0 -1.53M -100% $0.00* 0 Jul 27, 2021 Common Stock 1.53M Direct F1, F2
transaction OB Series C Preferred Stock Conversion of derivative security $0 -935K -100% $0.00* 0 Jul 27, 2021 Common Stock 935K Direct F1, F2
transaction OB Series F Preferred Stock Conversion of derivative security $0 -219K -100% $0.00* 0 Jul 27, 2021 Common Stock 250K Direct 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 Gemini Israel IV L.P. ("Gemini LP"), Gemini Israel IV (Annex Fund) L.P. ("Gemini LP Annex"), Gemini Partners Investors IV L.P. ("Gemini Partners") and Gemini Partners Investors IV (Annex Fund) L.P. ("Gemini Partners Annex," and together with Gemini LP, Gemini LP Annex and Gemini Partners, the "Reporting Persons"). Gemini Israel Funds Ltd. is the general partner and/or controlling partner of each of the Reporting Persons.
F2 The shares of Series A, Series B, Series C and Series F Preferred Stock previously reported by the Reporting Persons converted to Common Stock on July 27, 2021 at the ratios 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.
F3 Includes 30,755 shares issued pursuant to a preset automatic anti-dilution adjustment set forth in the terms of the Series F Preferred Stock.