David L. Gamsey - May 10, 2023 Form 4 Insider Report for FIRST ADVANTAGE CORP (FA)

Signature
/s/ Bret T. Jardine, Attorney-in-Fact
Stock symbol
FA
Transactions as of
May 10, 2023
Transactions value $
$0
Form type
4
Date filed
5/12/2023, 04:47 PM
Previous filing
Nov 17, 2021
Next filing
Aug 29, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding FA Common Stock 560K May 10, 2023 Direct F1, 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 FA Stock Options (Right to Buy) Award $0 +178K +66.21% $0.00 448K May 10, 2023 Common Stock 178K $15.00 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes shares of common stock acquired under the Employee Stock Purchase Plan of First Advantage Corporation (the "Company"). Effective as of May 10, 2023, the Company's Board of Directors approved a modification of the vesting terms of unvested and unearned performance-based awards (the "Modification"), including 180,736 shares of restricted stock that is subject to time- and performance-based vesting conditions, previously reported and included in the above balance.
F2 The Modification adds incremental vesting criteria to such restricted stock, which allows such restricted stock to vest into the following number of shares of common stock, based solely on time, as follows, subject to continued service through such date: 36,147 shares on January 31, 2024, 72,294 shares on January 31, 2025, and 72,295 shares on January 31, 2026, while preserving the eligibility to vest earlier upon a future "Realization Event" (as that term is defined in the relevant award agreement). As a result, 100% of such restricted stock will be vested on January 31, 2026 even if no Realization Event occurs prior to such date.
F3 The reporting person currently owns 178,473 previously unreported stock options, subject to time- and performance-based vesting criteria. The Modification adds incremental vesting criteria to such stock options, which allows the following number of such stock options to vest, based solely on time, as follows, subject to continued service through such date: 35,694 options on January 31, 2024, 71,389 options on January 31, 2025, and 71,390 options on January 31, 2026, while preserving the eligibility to vest earlier upon a future "Realization Event" (as that term is defined in the relevant award agreement). As a result, 100% of such stock options will be vested on January 31, 2026 even if no Realization Event occurs prior to such date.
F4 Includes 269,557 previously reported time-based stock options, with the 89,606 remaining unvested time-based stock options scheduled to vest in equal installments on January 31, 2024 and 2025.