David M. Farrell - Feb 10, 2022 Form 4 Insider Report for GTY Technology Holdings Inc. (GTYH)

Role: COO OF GTY AND CEO OF SHERPA
Signature: /s/ Jon C. Bourne, Attorney-in-Fact
Stock symbol: GTYH
Transactions as of: Feb 10, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/14/2022, 04:08 PM
Next filing: Feb 22, 2022

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	GTYH	Restricted Stock Units	Award	$0	+31.8K	+9.52%	$0.00	366K	Feb 10, 2022	Common Stock	31.8K		Direct	F1
transaction	GTYH	Performance Restricted Stock Units	Disposed to Issuer	$0	-7.83K	-7.46%	$0.00	97.2K	Feb 10, 2022	Common Stock	7.83K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. If the reporting person remains employed with the issuer at such time, all the restricted stock units will vest on February 19, 2022. The restricted stock units may be settled in shares of the issuer's common stock and were granted as the reporting person's annual bonus for 2021, consistent with his waiver and consent to receive such bonus in cash, restricted stock units with a vesting period of no more than one year, or a combination of both.
F2	On February 10, 2022, 7,828 of the 55,000 performance-based restricted stock units granted on April 30, 2021 were forfeited because the reporting person did not achieve all performance goals for the relevant performance period. The remaining 47,172 performance-based restricted stock units will vest in substantially equal installments on February 19, 2022, February 19, 2023 and February 19, 2024 if the reporting person remains employed with the issuer at such time. The restricted stock units may be settled in shares of the issuer's common stock or cash.

Content

Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. If the reporting person remains employed with the issuer at such time, all the restricted stock units will vest on February 19, 2022. The restricted stock units may be settled in shares of the issuer's common stock and were granted as the reporting person's annual bonus for 2021, consistent with his waiver and consent to receive such bonus in cash, restricted stock units with a vesting period of no more than one year, or a combination of both.

On February 10, 2022, 7,828 of the 55,000 performance-based restricted stock units granted on April 30, 2021 were forfeited because the reporting person did not achieve all performance goals for the relevant performance period. The remaining 47,172 performance-based restricted stock units will vest in substantially equal installments on February 19, 2022, February 19, 2023 and February 19, 2024 if the reporting person remains employed with the issuer at such time. The restricted stock units may be settled in shares of the issuer's common stock or cash.