Peter Orlowsky - 22 Jul 2022 Form 3 Insider Report for Getty Images Holdings, Inc. (GETY)

Role
Senior Vice President
Signature
/s/ Kjelti Kellough, as attorney in fact for Peter Orlowsky
Issuer symbol
GETY
Transactions as of
22 Jul 2022
Transactions value $
$0
Form type
3
Filing time
22 Jul 2022, 17:59:04 UTC
Next filing
23 Mar 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GETY Class A common stock 3.05K 22 Jul 2022 Direct

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 GETY Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 106K $3.13 Direct F1
holding GETY Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 53.5K $3.13 Direct F1
holding GETY Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 213K $1.96 Direct F1
holding GETY Stock Option (Right to Buy) 22 Jul 2022 Class A common stock 320K $2.74 Direct F2
holding GETY Earnout Shares 22 Jul 2022 Class A common stock 873 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Stock options are fully vested and exercisable.
F2 Stock options granted on April 10, 2019, pursuant to the Issuers 2012 Equity Incentive Plan, 25% of which vested on the one-year anniversary of the date of grant, and remaining 75% of which vest quarterly in twelve substantially equal installments commencing on the quarterly anniversaries of the one year anniversary of the date of grant, subject to earlier forfeiture or acceleration.
F3 Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Agreement"), the Reporting Person has the contingent right to receive a pro rata amount of Class A common shares in each of three earnout periods, if at any time during the 10 year period following July 22, 2022 the volume weighted average price of a Class A common share is greater than or equal to, for any 20 trading days within any 30 consecutive trading day period (an "earnout period"): $12.50 for the first earnout period; $15.00 for the second earnout period; and $17.50 for the third earnout period as adjusted pursuant to the Agreement.

Remarks:

Exhibit 24 - Power of Attorney, incorporated herein by reference