Mark Albert Anderson - 17 May 2021 Form 4 Insider Report for MODEL N, INC.

Role: SVP, Global Services
Signature: /s/Mark Anderson by Errol Hunter, Attorney-in-Fact
Issuer symbol: N/A
Transactions as of: 17 May 2021
Net transactions value: -$45,796
Form type: 4
Filing time: 19 May 2021, 19:38:25 UTC
Next filing: 01 Jul 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MODN	Common Stock	Sale	$5,935	-169	-0.11%	$35.12	157,097	17 May 2021	Direct	F1
transaction	MODN	Common Stock	Sale	$10,185	-290	-0.18%	$35.12	156,807	17 May 2021	Direct	F1
transaction	MODN	Common Stock	Sale	$5,830	-166	-0.11%	$35.12	156,641	17 May 2021	Direct	F1
transaction	MODN	Common Stock	Sale	$10,536	-300	-0.19%	$35.12	156,341	17 May 2021	Direct	F1
transaction	MODN	Common Stock	Sale	$9,377	-267	-0.17%	$35.12	156,074	17 May 2021	Direct	F1
transaction	MODN	Common Stock	Sale	$3,933	-112	-0.07%	$35.12	155,962	17 May 2021	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	All shares reported as disposed of in this Form 4 were sold by the Reporting Person in order to pay the federal and state tax withholding obligations resulting from the vesting of the Reporting Person's Restricted Stock Units ("RSUs") and performance-based RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
F2	Reflects a decrease of 204 shares of unvested Performance-Based RSUs ("PB-RSUs") that were cancelled due to the achievement of 64.9% of certain performance criteria related to PB-RSUs granted to the Reporting Person on November 22, 2019.

Content

All shares reported as disposed of in this Form 4 were sold by the Reporting Person in order to pay the federal and state tax withholding obligations resulting from the vesting of the Reporting Person's Restricted Stock Units ("RSUs") and performance-based RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.

Reflects a decrease of 204 shares of unvested Performance-Based RSUs ("PB-RSUs") that were cancelled due to the achievement of 64.9% of certain performance criteria related to PB-RSUs granted to the Reporting Person on November 22, 2019.