Ryan S. Smith - Feb 1, 2022 Form 4 Insider Report for Qualtrics International Inc. (XM)

Signature
/s/ Blake Tierney, Attorney-in-Fact
Stock symbol
XM
Transactions as of
Feb 1, 2022
Transactions value $
-$61,918,776
Form type
4
Date filed
2/3/2022, 08:19 PM
Previous filing
Feb 2, 2022
Next filing
May 3, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XM Class A Common Stock Award +1.5M +11.14% 15M Feb 1, 2022 Direct F1
transaction XM Class A Common Stock Tax liability -$42M -1.4M -9.33% $30.05 13.6M Feb 1, 2022 Direct F2
transaction XM Class A Common Stock Tax liability -$20M -665K -4.9% $30.05 12.9M Feb 1, 2022 Direct F3
holding XM Class A Common Stock 6M Feb 1, 2022 By Q II, LLC
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of performance stock units ("PSUs") granted under the 2021 Qualtrics International Inc. Employee Omnibus Equity Plan which vested on February 1, 2022. The extent to which these PSUs vest is conditional upon the achievement of objectives set and approved by the Board. To the extent these objectives are met on an annual basis, these PSUs vest 25% on the first anniversary of the grant date and ratably thereafter in 3 equal annual installments.
F2 Represents shares of Class A common stock withheld by the Issuer in satisfaction of tax withholding obligations in connection with the vesting of restricted stock units previously granted to the Reporting Person. Such withholding is mandated by an election of the Issuer made in advance and does not represent a discretionary trade by the Reporting Person.
F3 Represents shares of Class A common stock withheld by the Issuer in satisfaction of tax withholding obligations in connection with the vesting of performance stock units previously granted to the Reporting Person. Such withholding is mandated by an election of the Issuer made in advance and does not represent a discretionary trade by the Reporting Person.