Neuberger Berman Group LLC - Aug 29, 2022 Form 4 Insider Report for Getty Images Holdings, Inc. (GETY)

Role
10%+ Owner
Signature
/s/ Brad Cetron, Deputy General Counsel for Neuberger Berman Group LLC
Stock symbol
GETY
Transactions as of
Aug 29, 2022
Transactions value $
$13,999
Form type
4
Date filed
8/31/2022, 08:45 PM
Previous filing
Aug 26, 2022
Next filing
Sep 20, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GETY Class A common stock Exercise of in-the-money or at-the-money derivative security $107M +9.28M +15.47% $11.50 69.3M Aug 29, 2022 Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP F1, F3
transaction GETY Class A common stock Sale -$107M -3.5M -5.05% $30.47 65.8M Aug 29, 2022 Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP F1, F3, F4
holding GETY Class A common stock 14.3M Aug 29, 2022 Held by CC Neuberger Principal Holdings II Sponsor LLC 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 GETY Warrants to purchase Class A common stock Exercise of in-the-money or at-the-money derivative security $0 -9.28M -71.22% $0.00 3.75M Aug 29, 2022 Class A common stock 9.28M $11.50 Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Neuberger Berman Investment Advisers LLC ("NBIA") serves as investment adviser to Neuberger Berman Opportunistic Capital Solutions Master Fund LP ("Master Fund") and, in such capacity, exercises voting and/or investment power over the shares held directly by Master Fund. Neuberger Berman Investment Advisers Holdings LLC is the holding company of NBIA and a subsidiary of Neuberger Berman Group LLC. Each of the Reporting Persons disclaim beneficial ownership of the securities held by Master Fund except to the extent of its pecuniary interest therein.
F2 CC Neuberger Principal Holdings II Sponsor LLC ("Sponsor") is owned by its two members, one of which is Master Fund. Accordingly, the Reporting Persons share voting and dispositive control over the securities held by Sponsor. The reported securities reflect the pecuniary interest of the Reporting Persons in the securities held by Sponsor. Each of the Reporting Persons disclaim beneficial ownership of the securities held by Sponsor except to the extent of its pecuniary interest therein.
F3 The Reporting Persons exercised these warrants on a "cashless" basis, pursuant to the terms of the warrant agreement, resulting in the Issuer withholding 3,502,002 shares of Class A common stock to pay the exercise price and issuing the remaining 5,777,998 shares of Class A common stock to Master Fund.
F4 Pursuant to the terms of the warrant agreement, the price for purposes of the cashless exercise was the average last reported sale price of the Class A common stock for the ten trading days ending on the third trading day prior to the date of the warrant exercise notice.