Christopher E. Greiner - Apr 21, 2023 Form 4 Insider Report for Zeta Global Holdings Corp. (ZETA)

Role
Chief Financial Officer
Signature
/s/ Steven Vine, Attorney-in-fact
Stock symbol
ZETA
Transactions as of
Apr 21, 2023
Transactions value $
-$77,611
Form type
4
Date filed
4/21/2023, 06:42 PM
Previous filing
Mar 16, 2023
Next filing
Sep 1, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZETA Class A Common Stock Award $0 +300K +13.87% $0.00 2.46M Apr 21, 2023 Direct F1
transaction ZETA Class A Common Stock Options Exercise $0 +57K +2.31% $0.00 2.52M Apr 21, 2023 Direct
transaction ZETA Class A Common Stock Tax liability -$77.6K -7.48K -0.3% $10.38 2.51M Apr 21, 2023 Direct F2

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 ZETA Performance-based restricted Stock units Award $0 +138K $0.00 138K Apr 21, 2023 Class A Common Stock 138K Direct F3, F4
transaction ZETA Performance-based restricted Stock units Options Exercise $0 -57K -28.5% $0.00 143K Apr 21, 2023 Class A Common Stock 57K Direct F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents restricted stock awarded pursuant to Issuer's 2021 Incentive Award Plan, 25% of which vests on the first anniversary of the grant date and the remainder of which vests in 16 equal quarterly installments beginning on the first anniversary of the grant date.
F2 Withholding of shares in satisfaction of taxes due upon the vesting of PSUs under the Registrant's Incentive Award Plan.
F3 Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F4 The PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter beginning with the fourth fiscal quarter of 2023 and ending with, and including, the fourth fiscal quarter of 2027. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2028.
F5 The remaining PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter ending with, and including, the fourth fiscal quarter of 2025. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2026.