| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | FA | Common Stock | Options Exercise | $153K | +30K | +542.79% | $5.11 | 35.5K | Nov 18, 2024 | Direct | F1, F2 |
| transaction | FA | Common Stock | Sale | -$522K | -30K | -84.44% | $17.41 | 5.53K | Nov 18, 2024 | Direct | F3, F4 |
| 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) | Options Exercise | $0 | -30K | -19.98% | $0.00 | 120K | Nov 18, 2024 | Common Stock | 30K | $5.11 | Direct | F1, F5 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | Reflects an adjustment ($1.50 reduction) to the original exercise price to reflect anti-dilution adjustments pursuant to the terms of the First Advantage Corporation 2021 Omnibus Incentive Plan (as amended) with respect to a one-time special cash dividend of $1.50 paid by First Advantage Corporation (the "Issuer") to stockholders of record at the close of business on August 21, 2023. |
| F2 | Includes shares of common stock acquired under the Employee Stock Purchase Plan of the Issuer. |
| F3 | Shares were sold pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on August 16, 2024. |
| F4 | Represents the weighted average price for sales of the shares. The shares were sold at prices ranging from $17.300 to $17.630 per share. The reporting person will provide to the Securities and Exchange Commission staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price. |
| F5 | Includes an initial grant of 81,093 options that vest in equal annual installments over five years, subject to continued service through such dates, with the first vesting on January 31, 2021 and a portion of an aggregate initial grant of 81,093 options subject to performance and time-based vesting criteria, where (i) such performance-based conditions (the occurrence of a "Realization Event" as defined in the award agreement) have been satisfied as of the date of grant and (ii) 12,921 options have vested on January 31, 2024 based on time. The remainder of such performance-based options will, subject to the occurrence of a Realization Event, vest on the same schedule noted above. Alternatively, these performance-based options will vest, based solely on time, as follows, subject to continued service through such date: 25,843 options on January 31, 2025, and 25,843 options on January 31, 2026, while preserving the eligibility to vest earlier upon a future Realization Event. |