Suresh Kannan - Nov 14, 2022 Form 4 Insider Report for MODEL N, INC. (MODN)

Signature
/s/ Suresh Kannan by Errol Hunter, Attorney-In-Fact
Stock symbol
MODN
Transactions as of
Nov 14, 2022
Transactions value $
-$108,651
Form type
4
Date filed
11/16/2022, 08:24 PM
Previous filing
Aug 18, 2022
Next filing
Dec 2, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MODN Common Stock Award $0 +2.38K +1.59% $0.00 152K Nov 14, 2022 Direct F1
transaction MODN Common Stock Award $0 +30.8K +20.29% $0.00 182K Nov 14, 2022 Direct F2
transaction MODN Common Stock Award $0 +20.5K +11.24% $0.00 203K Nov 14, 2022 Direct F3
transaction MODN Common Stock Sale -$52.1K -1.37K -0.68% $37.99 202K Nov 16, 2022 Direct F4
transaction MODN Common Stock Sale -$19.4K -511 -0.25% $37.99 201K Nov 16, 2022 Direct F4, F5
transaction MODN Common Stock Sale -$15.6K -410 -0.2% $37.99 201K Nov 16, 2022 Direct F4
transaction MODN Common Stock Sale -$21.5K -567 -0.28% $37.99 200K Nov 16, 2022 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Issuable upon the vesting of Restricted Stock Units ("RSUs"). 100% of the RSUs shall vest on the vesting commencement date, November 30, 2022. Shares of the Issuer's common stock shall be delivered to the Reporting Person upon vesting.
F2 Issuable upon the vesting of Restricted Stock Units ("RSUs"). 16.67% of the RSUs will vest on the six-month anniversary of the vesting commencement date and 8.33% vesting thereafter on each quarterly anniversary of the vesting commencement date until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting.
F3 Issuable upon vesting and satisfaction of certain performance criteria of Performance-Based Restricted Stock Units ("PB-RSUs"). Subject to the achievement of certain minimum performance criteria based upon annual recurring revenue, between a minimum of 0% and a maximum of 200%, the PB-RSUs will vest as to 33% on the first annual anniversary of the vesting commencement date and 8.375% vesting thereafter on each quarterly anniversary of the vesting commencement date until such time as the PB-RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon vesting if the performance criteria have been met.
F4 All shares reported as disposed of in this transaction 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/or performance-based RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported in this transaction for any reason other than to cover required taxes.
F5 Reflects a decrease of 784 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.