Daniel Harris Meyer - Sep 13, 2021 Form 4 Insider Report for Olo Inc. (OLO)

Role
Director
Signature
/s/ Jennifer C. Wong, Attorney-in-Fact
Stock symbol
OLO
Transactions as of
Sep 13, 2021
Transactions value $
$0
Form type
4
Date filed
9/15/2021, 08:48 PM
Previous filing
Jul 2, 2021
Next filing
Oct 5, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OLO Class A Common Stock Conversion of derivative security +1.39M 1.39M Sep 13, 2021 See footnote F1, F2
transaction OLO Class A Common Stock Other $0 -1.39M -100% $0.00* 0 Sep 13, 2021 See footnote F1, F2
transaction OLO Class A Common Stock Other $0 +766K +3600.88% $0.00 787K Sep 13, 2021 Direct F1, F3
transaction OLO Class A Common Stock Gift $0 -766K -97.3% $0.00 21.3K Sep 13, 2021 Direct F4
transaction OLO Class A Common Stock Gift $0 +418K $0.00 418K Sep 13, 2021 By Trust F4, F5
transaction OLO Class A Common Stock Gift $0 +348K $0.00 348K Sep 13, 2021 By Trust F4, F6
holding OLO Class A Common Stock 6K Sep 13, 2021 By Child F7

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 OLO Class B Common Stock Conversion of derivative security -1.39M -100% 0 Sep 13, 2021 Class A Common Stock 1.39M See footnote F1, F2, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Managing General Partner of Hospitality Investment Partners ("HIP") distributed these shares to its partners on a pro rata basis, for no consideration (the "Distribution"). The shares of Class B Common Stock automatically converted to Class A Common Stock on a one-for-one basis upon the Distribution.
F2 These shares were held by HIP prior to the Distribution. The Reporting Person is the Managing General Partner of HIP, and disclaims beneficial ownership of shares held by HIP except to the extent of his pecuniary interest therein.
F3 The Reporting Person received 766,195 shares of Class A Common Stock as a result of the Distribution.
F4 Represents gift of shares from the Reporting Person to the Daniel H. Meyer Investment Trust d/t/d 5/15/92 (the "Investment Trust") and the DHM 2012 Gift Trust (the "Gift Trust").
F5 These shares are held by the Investment Trust. The Reporting Person is the grantor, trustee and beneficiary of the Investment Trust. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F6 These shares are held by the Gift Trust. The Reporting Person's spouse is a co-trustee and beneficiary of the Gift Trust. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F7 The Reporting Person disclaims beneficial ownership of these securities and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 or for any other purpose.
F8 Each share of Class B Common Stock automatically converts into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of a natural reporting person; and (3) on the final conversion date, defined as the earlier of (a) the first trading day falling nine months after the date on which the outstanding shares of Class B Common Stock represent less than 10% of the then outstanding Class A and Class B Common Stock; (b) the seventh anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.