Jose Cobos - Jun 1, 2022 Form 4 Insider Report for Forge Global Holdings, Inc. (FRGE)

Role: Chief Operating Officer
Signature: /s/ Mark P. Lee, Attorney-in-Fact
Stock symbol: FRGE
Transactions as of: Jun 1, 2022
Transactions value $: $0
Form type: 4
Date filed: 6/3/2022, 05:23 PM
Previous filing: Mar 30, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FRGE	Common Stock, $0.0001 par value per share	Award	$0	+452K	+41.46%	$0.00	1.54M	Jun 1, 2022	Direct	F1, F2, F3
holding	FRGE	Common Stock, $0.0001 par value per share						93.7K	Jun 1, 2022	By Elizabeth G. Cobos 2021 Annuity Trust
holding	FRGE	Common Stock, $0.0001 par value per share						93.7K	Jun 1, 2022	By Jose Cobos 2021 Annuity Trust

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

Explanation of Responses:

Id	Content
F1	These shares represent restricted stock units ("RSUs") granted on June 1, 2022 under the Forge Global Holdings, Inc. 2022 Stock Option and Incentive Plan (the "Plan"). Each unit represents a right to receive one share of the Issuer's Common Stock. Subject to the Reporting Person's continued employment through each applicable vesting date, the RSUs vest as follows: (i) 1/3 of the RSUs shall vest on March 21, 2023 (the "First Tranche"), (ii) 1/3 of the RSUs shall vest on March 21, 2024 (the "Second Tranche") and (iii) 1/3 of the RSUs shall vest on March 21, 2025 (the "Third Tranche" and collectively with the First Tranche and Second Tranche, the "Time-Vesting Schedule").
F2	Notwithstanding the Time-Vesting Schedule, the RSUs shall become eligible to earlier vesting after the expiration of the six-month period following March 21, 2022 (the "Lock-Up Period") upon the following conditions: (i) the First Tranche will immediately vest if the Issuer's stock price meets or exceeds a closing price of $12.50 for 20 trading days within any 30 trading day period following the Lock-Up Period but prior to the vesting date of the First Tranche under the Time-Vesting Schedule, in which case the Second Tranche and Third Tranche will have their time-vesting component accelerated by six months; and
F3	(ii) the Second Tranche will immediately vest if the Issuer's stock price meets or exceeds a closing price of $15.00 for 20 trading days within any 30 trading day period following the Lock-Up Period but prior to the vesting date of the Second Tranche under the Time-Vesting Schedule, in which case the Third Tranche will have its time-vesting component accelerated by an additional six months. These RSUs will vest in accordance with such vesting provisions in the event the Issuer share price triggers are achieved through the date of a "Sale Event" of the Issuer (as defined in the Plan).