Peter D. Aquino - Sep 29, 2022 Form 4 Insider Report for SEACHANGE INTERNATIONAL INC (SEAC)

Role: C.E.O. & Chairman of the Board, Director
Signature: /s/ Peter D. Aquino
Stock symbol: SEAC
Transactions as of: Sep 29, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/3/2022, 06:17 PM
Previous filing: Jun 23, 2022
Next filing: Dec 29, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SEAC	Common Stock	Award	$0	+350K	+45.65%	$0.00	1.12M	Sep 29, 2022	Direct	F1
transaction	SEAC	Common Stock	Award	$0	+350K	+31.34%	$0.00	1.47M	Sep 29, 2022	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents restricted stock units ("RSUs") issued pursuant to SeaChange International Inc.'s Amended and Restated 2021 Compensation and Incentive Plan. The shares subject to the RSU award will vest in four equal installments on each of March 29, 2023, September 29, 2023, September 29, 2024 and September 29, 2025. In the event of a Change in Control of the Company, these RSUs shall vest in their entirety immediately prior to the Change in Control of the Company.
F2	Represents performance-based restricted stock units ("PSUs") issued pursuant to SeaChange International Inc.'s Amended and Restated 2021 Compensation and Incentive Plan. The shares subject to the performance-based RSU award will vest: one quarter of the PSUs shall vest on March 29, 2023, and the remaining three quarters shall vest on the attainment of a closing price of $2.50 that must be held for twenty (20) consecutive trading days within the 3 years from September 29, 2022. In the event of a Change in Control of the Company, unearned PSUs shall vest immediately prior to the Change in Control for those PSUs that would have vested on a time-based 3 year annual vesting schedule prior to the Change in Control.

Content

Represents restricted stock units ("RSUs") issued pursuant to SeaChange International Inc.'s Amended and Restated 2021 Compensation and Incentive Plan. The shares subject to the RSU award will vest in four equal installments on each of March 29, 2023, September 29, 2023, September 29, 2024 and September 29, 2025. In the event of a Change in Control of the Company, these RSUs shall vest in their entirety immediately prior to the Change in Control of the Company.

Represents performance-based restricted stock units ("PSUs") issued pursuant to SeaChange International Inc.'s Amended and Restated 2021 Compensation and Incentive Plan. The shares subject to the performance-based RSU award will vest: one quarter of the PSUs shall vest on March 29, 2023, and the remaining three quarters shall vest on the attainment of a closing price of $2.50 that must be held for twenty (20) consecutive trading days within the 3 years from September 29, 2022. In the event of a Change in Control of the Company, unearned PSUs shall vest immediately prior to the Change in Control for those PSUs that would have vested on a time-based 3 year annual vesting schedule prior to the Change in Control.