Kevin Speed - May 15, 2022 Form 4 Insider Report for Avaya Holdings Corp. (AVYA)

Role: GVP, Controller & CAO
Signature: /s/ Danielle Bagatta, as attorney in fact for Kevin Speed
Stock symbol: AVYA
Transactions as of: May 15, 2022
Transactions value $: -$5,292
Form type: 4
Date filed: 5/17/2022, 05:05 PM
Previous filing: Apr 19, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AVYA	Common Stock - Restricted Stock Units	Options Exercise	$0	-955	-2.38%	$0.00	39.1K	May 15, 2022	Direct	F1, F2
transaction	AVYA	Common Stock, par value $0.01 per share	Award	$0	+955	+7.84%	$0.00	13.1K	May 15, 2022	Direct	F1
transaction	AVYA	Common Stock, par value $0.01 per share	Options Exercise	$0	+1.41K	+10.72%	$0.00	14.5K	May 15, 2022	Direct	F3
transaction	AVYA	Common Stock, par value $0.01 per share	Tax liability	-$5.29K	-836	-5.75%	$6.33^*	13.7K	May 15, 2022	Direct	F4

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	AVYA	Restricted Stock Units	Options Exercise	$0	-1.41K	-24.97%	$0.00	4.23K	May 15, 2022	Common Stock	1.41K	$0.00	Direct	F5, F6, F7

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

Explanation of Responses:

Id	Content
F1	Represents the number of shares of common stock, par value $0.01 per share, of Avaya Holdings Corp. ("Common Stock"), which vested pursuant to a Restricted Stock Unit (each, an "RSU") award. The RSUs were previously reported on Table I on a Form 4.
F2	These securities consist of RSUs previously reported on a Form 4 in Table I that have not, as of yet, vested in accordance with their terms. Each RSU represents a contingent right to receive, at vesting, one share of Common Stock.
F3	These shares of Common Stock represent RSUs that have vested as set forth in Table II. The terms of these RSUs permit Avaya Holdings Corp. to settle the RSUs, upon vesting, with cash or, under certain circumstances, Common Stock as more fully described in footnote 5. Avaya Holdings Corp. determined to settle these RSUs with Common Stock.
F4	Represents the number of shares of Common Stock withheld by Avaya Holdings Corp. to cover tax withholding obligations in connection with the vesting of RSUs.
F5	Each of these RSUs represents a contingent right to receive, at vesting, an amount in cash equal to (x) the number of vested RSUs multiplied by (y) the closing price of one share of Common Stock on the trading day immediately preceding the settlement date; provided, that to the extent there are shares of Common Stock available under the Avaya Holdings Corp. 2019 Equity Incentive Plan when the applicable portion of RSUs are settled and an effective registration statement is on file with the Securities and Exchange Commission for such shares, Avaya Holdings Corp. may deliver one share of Common Stock for each vested RSU.
F6	Represents RSUs that have vested as the Common Stock set forth in Table I.
F7	Represents RSUs granted on December 6, 2019 pursuant to the Avaya Holdings Corp. 2019 Equity Incentive Plan, with 33.34% vesting on February 15, 2021 and 8.33% vesting each May 15, August 15, November 15 and February 15 thereafter.