| 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 | +638K | +11.31% | $0.00 | 6.29M | Jun 1, 2022 | Direct | F1, F2, F3 |
| holding | FRGE | Common Stock, $0.0001 par value per share | 66.9K | Jun 1, 2022 | By Pensco Trust Co. LLC Custodian FBO Kelly Rodriques Roth IRA | ||||||
| holding | FRGE | Common Stock, $0.0001 par value per share | 1.6M | Jun 1, 2022 | By Operative Capital SPV I, LLC | F4 | |||||
| holding | FRGE | Common Stock, $0.0001 par value per share | 678K | Jun 1, 2022 | By Operative Capital LP | F4 |
| 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). |
| F4 | The Reporting Person is a managing member of the ultimate general partner of each of Operative Capital LP and Operative Capital SPV I, LLC and thus may be deemed to be the beneficial owner of the shares held by such entities. The Reporting Person disclaims beneficial ownership of all securities held by Operative LP and Operative SPV 1 except to the extent of his pecuniary interest therein, if any. |