David B. Doft - 01 Mar 2023 Form 4 Insider Report for Emerald Holding, Inc. (EEX)

Role: Chief Financial Officer
Signature: /s/ David B. Doft
Issuer symbol: EEX
Transactions as of: 01 Mar 2023
Net transactions value: $0
Form type: 4
Filing time: 03 Mar 2023, 16:22:25 UTC
Previous filing: 05 Jan 2023
Next filing: 02 Jan 2024
SEC: View on sec.gov

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
transaction	EEX	Stock Option (Right to Buy)	Award	$0	+2,277,116		$0.000000	2,277,116	01 Mar 2023	Common Stock	2,277,116	$3.81	Direct	F1

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

Explanation of Responses:

Id	Content
F1	The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of as the Emerald Holding, Inc. 2017 Omnibus Equity Plan, as amended (the "Equity Plan"). Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of March 1, 2024, March 1, 2025, March 1, 2026, March 1, 2027 and March 1, 2028. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than March 1, 2030.

Content

The reported transaction is an award of a stock option to purchase shares of issuer's common stock under the terms of as the Emerald Holding, Inc. 2017 Omnibus Equity Plan, as amended (the "Equity Plan"). Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this option will vest as to 20% on each of March 1, 2024, March 1, 2025, March 1, 2026, March 1, 2027 and March 1, 2028. Notwithstanding the foregoing, any then unvested stock options will become fully vested upon a Change in Control (as defined in the Equity Plan), and partial acceleration of vesting will apply in the case of certain involuntary termination of employment events. In addition, in all cases, certain transfer restrictions will apply to shares of the issuer's common stock underlying vested options until a date no later than March 1, 2030.