Muhammad Aaqib Gadit - Feb 21, 2024 Form 4 Insider Report for DigitalOcean Holdings, Inc. (DOCN)

Role: Chief Revenue Officer
Signature: /s/ Seth Zelnick, Attorney-in-Fact
Stock symbol: DOCN
Transactions as of: Feb 21, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/23/2024, 04:17 PM
Previous filing: Jun 2, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DOCN	Common Stock	Award	$0	+37K	+18.33%	$0.00	239K	Feb 21, 2024	Direct	F1

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

Explanation of Responses:

Id	Content
F1	The security represents the satisfaction of the performance-based vesting condition with respect to previously issued performance-based restricted stock units ("PSUs") based on the Issuer's 2023 financial performance. Each PSU represents a contingent right to receive one share of the Issuer's common stock. Under the terms of the PSUs, the degree of achievement of the PSUs was established upon certification of the achievement of the performance-based vesting criteria by the compensation committee of the board of directors based on the Issuer's 2023 financial results, and the number of shares reported reflects the extent of such achievement. The PSU remains subject to time-based vesting as follows: one third of the shares underlying the PSU shall vest on March 1, 2024 and the remaining shares underlying the PSU shall vest in eight equal quarterly installments beginning on June 1, 2024, subject to the Reporting Person's continuous service through each such vesting date.

Content

The security represents the satisfaction of the performance-based vesting condition with respect to previously issued performance-based restricted stock units ("PSUs") based on the Issuer's 2023 financial performance. Each PSU represents a contingent right to receive one share of the Issuer's common stock. Under the terms of the PSUs, the degree of achievement of the PSUs was established upon certification of the achievement of the performance-based vesting criteria by the compensation committee of the board of directors based on the Issuer's 2023 financial results, and the number of shares reported reflects the extent of such achievement. The PSU remains subject to time-based vesting as follows: one third of the shares underlying the PSU shall vest on March 1, 2024 and the remaining shares underlying the PSU shall vest in eight equal quarterly installments beginning on June 1, 2024, subject to the Reporting Person's continuous service through each such vesting date.