| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SPT | Class A Common Stock | Conversion of derivative security | $0 | +20K | $0.00 | 20K | Jul 8, 2024 | See footnote | F1 | |
| transaction | SPT | Class A Common Stock | Sale | -$723K | -20K | -100% | $36.13 | 0 | Jul 8, 2024 | See footnote | F1, F2 |
| holding | SPT | Class A Common Stock | 398K | Jul 8, 2024 | Direct | F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SPT | Class B Common Stock | Conversion of derivative security | $0 | -20K | -0.93% | $0.00 | 2.12M | Jul 8, 2024 | Class A Common Stock | 20K | See footnote | F1, F4 | |
| holding | SPT | Class B Common Stock | 519K | Jul 8, 2024 | Class A Common Stock | 519K | Direct | F4 |
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).
| Id | Content |
|---|---|
| F1 | After giving effect to the transactions reported herein, this represents (i) 1,366,471 shares of Class B common stock held by the JRH Revocable Trust, of which the Reporting Person serves as the sole trustee; (ii) 170,000 shares of Class B common stock held by the EEH Revocable Trust, of which the Reporting Person's spouse serves as the sole trustee; (iii) 285,000 shares of Class B common stock held by the JRH Gift Trust, of which the Reporting Person's spouse serves as the sole trustee; and (iv) 300,000 shares of Class B common stock held by the EEH Gift Trust, of which the Reporting Person serves as the sole trustee. |
| F2 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.47 to $36.32 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F3 | The total reported in column 5 includes: (1) 11,076 reported RSUs which vest in 3 equal quarterly installments beginning on September 1, 2024; (2) 43,078 reported RSUs which vest in 7 equal quarterly installments beginning on September 1, 2024; (3) 78,215 reported RSUs of which vest in 11 equal quarterly installments beginning on September 1, 2024; and (4) 118,724 reported RSUs of which 25% will vest on March 1, 2025 with the remaining RSUs vesting in 12 equal quarterly installments beginning on June 1, 2025. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire. |
| F4 | Shares of Class B Common Stock have no economic rights and each share entitles its holder to 10 votes per share. Each share of Class B Common Stock is exchangeable by the holder on a one-for-one basis for Class A Common Stock at any time and does not expire. |
The transactions in this Form 4 occurred under a 10b5-1 plan adopted by the Reporting Person on August 10, 2023.