Eric Breon - Dec 7, 2021 Form 3 Insider Report for Vacasa, Inc. (VCSA)

Role
Director, 10%+ Owner
Signature
By: /s/ Jamie Cohen, Attorney-in-Fact for Eric Breon
Stock symbol
VCSA
Transactions as of
Dec 7, 2021
Transactions value $
$0
Form type
3
Date filed
12/7/2021, 07:51 PM
Next filing
May 25, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding VCSA Class A Common Stock 606K Dec 7, 2021 Held through Mossytree Inc. 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
holding VCSA Vacasa Holdings Units Dec 7, 2021 Class A Common Stock 65.1M Held through Mossytree Inc. F1, F2
holding VCSA Stock Appreciation Rights Dec 7, 2021 Class A Common Stock 511K Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Eric Breon is the President of Mossytree Inc. As a result, Mr. Breon may be deemed to share beneficial ownership of the shares held directly by Mossytree Inc.
F2 The term "Vacasa Holdings Units" is used herein to represent limited liability company units of Vacasa Holdings LLC and an equal number of paired shares of Class B common stock of the Issuer, which, pursuant to the limited liability company agreement of Vacasa Holdings LLC, are together redeemable by the holder on a one-for-one basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) an equivalent amount of cash. Upon redemption, the Issuer will cancel and retire for no consideration the redeemed shares of Class B Common Stock and Vacasa Holdings LLC will register the Issuer as the owner of the redeemed Units. Shares of Class B common stock of the Issuer have no economic rights and each share of Class B common stock entitles its holder to 1 vote per share.
F3 Upon exercise, each stock appreciation right will be settled for a number of the Issuer's Class A Common Stock with an aggregate value equal to the difference between the base price of $2.66 and the trading price of a share of the Issuer's Class A Common Stock on the exercise date.

Remarks:

Exhibit 24.1 - Power of Attorney. Exhibit 24.2 - Power of Attorney.