Tim Hwang - Dec 1, 2023 Form 4 Insider Report for FiscalNote Holdings, Inc. (NOTE)

Signature
/s/ Todd Aman, Attorney-in-Fact
Stock symbol
NOTE
Transactions as of
Dec 1, 2023
Transactions value $
-$45,996
Form type
4
Date filed
12/5/2023, 04:30 PM
Previous filing
Nov 2, 2023
Next filing
Jan 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NOTE Class A Common Stock Sale -$46K -43.1K -1.46% $1.07 2.9M Dec 1, 2023 See Footnote F1, F2
holding NOTE Class A Common Stock 49.3K Dec 1, 2023 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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).

Explanation of Responses:

Id Content
F1 Represents shares of the Issuer's Class A Common Stock sold to satisfy the reporting person's tax obligation upon the vesting of 89,832 restricted stock units in a sell-to-cover transaction pursuant to a Rule 10b5-1 trading plan adopted on August 11, 2023.
F2 These securities are beneficially owned by Timothy T. Hwang, as Trustee of the Timothy T. Hwang Revocable Trust, originally dated January 10, 2019. The Reporting Person is trustee of this trust.

Remarks:

Chairman, Chief Executive and Director