Emanuel N. Hilario - Sep 2, 2022 Form 4 Insider Report for ONE Group Hospitality, Inc. (STKS)

Role: PRESIDENT AND CEO, Director
Signature: /s/ Christi Hing, Attorney-in-Fact
Stock symbol: STKS
Transactions as of: Sep 2, 2022
Transactions value $: $0
Form type: 4
Date filed: 9/7/2022, 05:34 PM
Previous filing: May 18, 2022
Next filing: Sep 22, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	STKS	Common Stock	Award	$0	+100K	+7.1%	$0.00	1.51M	Sep 2, 2022	Direct	F1
transaction	STKS	Common Stock	Award	$0	+500K	+33.17%	$0.00	2.01M	Sep 2, 2022	Direct	F2

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

Explanation of Responses:

Id	Content
F1	Represents a grant of 100,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Amended and Restated Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. The RSUs shall vest in equal increments with 25,000 units vesting on each of August 31, 2023, August 31, 2024, August 31, 2025 and August 31, 2026.
F2	Represents a performance-based grant of 500,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. 125,000 RSUs may be earned in each of four consecutive 12-month periods beginning on August 31, 2022 based on attaining 15% year-over-year increases in the volume-weighted average price of the Company's stock over any consecutive 20 trading days (VWAP) in the period. The VWAP targets are $8.22, $9.46, $10.87 and $12.51 for the 12-month periods ending August 31, 2023, 2024, 2025 and 2026, respectively. Unearned RSUs will be earned if attainment levels are met for subsequent periods; RSUs may be earned in advance if VWAP for a future period is met and, if so, the earned RSUs convert to time-based RSUs that vest at the end of such future period.

Content

Represents a grant of 100,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Amended and Restated Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. The RSUs shall vest in equal increments with 25,000 units vesting on each of August 31, 2023, August 31, 2024, August 31, 2025 and August 31, 2026.

Represents a performance-based grant of 500,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. 125,000 RSUs may be earned in each of four consecutive 12-month periods beginning on August 31, 2022 based on attaining 15% year-over-year increases in the volume-weighted average price of the Company's stock over any consecutive 20 trading days (VWAP) in the period. The VWAP targets are $8.22, $9.46, $10.87 and $12.51 for the 12-month periods ending August 31, 2023, 2024, 2025 and 2026, respectively. Unearned RSUs will be earned if attainment levels are met for subsequent periods; RSUs may be earned in advance if VWAP for a future period is met and, if so, the earned RSUs convert to time-based RSUs that vest at the end of such future period.