Jacob Kotzubei - May 24, 2021 Form 4 Insider Report for VERRA MOBILITY Corp (VRRM)

Role
Director
Signature
/s/ Jacob Kotzubei, by Rebecca Collins, as Attorney-in-Fact
Stock symbol
VRRM
Transactions as of
May 24, 2021
Transactions value $
$0
Form type
4
Date filed
5/26/2021, 08:13 PM
Next filing
Mar 7, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRRM Class A Common Stock Options Exercise $0 +8.7K +1.82% $0.00 486K May 24, 2021 Direct F1, F2
holding VRRM Class A Common Stock 478K May 24, 2021 Direct F3

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 VRRM Restricted Stock Units Options Exercise $0 -8.7K -100% $0.00* 0 May 24, 2021 Class A Common Stock 8.7K $0.00 Direct F1, F4, F5
transaction VRRM Restricted Stock Units Award $0 +8.69K $0.00 8.69K May 25, 2021 Class A Common Stock 8.69K $0.00 Direct F4, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person was granted 8,696 restricted stock units as compensation for his service on the Issuer's board of directors and are held by the reporting person for the benefit of PE Greenlight Holdings, LLC ("PE Greenlight"). Pursuant to an Investor Rights Agreement with the Issuer, PE Greenlight has the right to nominate up to three directors to the Issuer's board of directors, subject to certain ownership thresholds. The reporting person serves on the Issuer's board of directors pursuant to this right. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F2 Includes 8,696 shares of the Issuer's Class A Common Stock that were awarded to the reporting person as compensation for his service on the Issuer's board of directors and are held by the reporting person for the benefit of PE Greenlight, as disclosed in footnote (5) below, immediately following the transactions reported herein, such shares of Class A Common Stock will be transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder.
F3 Reflects the number of shares of the Issuer's Class A Common Stock beneficially owned by the reporting person after giving effect to the transfer to PE Greenlight described in footnote (2) above.
F4 Each restricted stock unit represents a contingent right to receive one share of Verra Mobility Corporation Class A Common Stock.
F5 On May 26, 2020, the reporting person was granted 8,696 restricted stock units, vesting in full on the earlier of (a) May 26, 2021, or (b) the date immediately prior to the next annual meeting of the Issuer's stockholders occurring after the date of grant. Pursuant to a contractual agreement between the reporting person and PE Greenlight, the shares of Class A Common Stock issued to the reporting person upon settlement of the restricted stock units will be immediately transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder.
F6 The restricted stock units reported on this row were awarded to the reporting person as compensation for his service on the Issuer's board of directors and are held by the reporting person for the benefit of PE Greenlight. Pursuant to an Investor Rights Agreement with the Issuer, PE Greenlight has the right to nominate up to three directors to the Issuer's board of directors, subject to certain ownership thresholds. The reporting person serves on the Issuer 's board of directors pursuant to this right. The reporting person disclaims beneficial ownership of the restricted stock units reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F7 The restricted stock units will vest in full on the earlier of (a) May 25, 2022, or (b) the date immediately prior to the next annual meeting of the Issuer's stockholders occurring after the date of grant. Pursuant to a contractual agreement between the reporting person and PE Greenlight, the shares of Class A Common Stock issued to the reporting person upon settlement of the restricted stock units will be immediately transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder.