William Gordon Stone III - May 22, 2023 Form 4/A - Amendment Insider Report for Digital Turbine, Inc. (APPS)

Role
Chief Executive Officer, Director
Signature
/s/ William Gordon Stone III
Stock symbol
APPS
Transactions as of
May 22, 2023
Transactions value $
$2,252,983
Form type
4/A - Amendment
Date filed
9/19/2023, 05:25 PM
Date Of Original Report
May 25, 2023
Previous filing
May 3, 2023
Next filing
Jun 2, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APPS Common Stock Award $0 +106K +6.59% $0.00 1.72M May 22, 2023 Direct F1, F2

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 APPS Employee Stock Options (right to buy) Award $2.25M +157K $14.36 157K May 22, 2023 Common Stock 157K $14.36 Direct F3, F4
transaction APPS Performance Stock Units Award $0 +212K $0.00 212K May 22, 2023 Common Stock 212K $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 RSUs vest over four years. One-fourth of the RSUs vest on the first anniversary of the grant date (i.e., the date indicated). The balance vest proportionately each quarter during the remaining three years.
F2 Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
F3 Employee stock options (right to buy)("Options") granted pursuant to Issuer's 2020 Equity Incentive Plan.
F4 Options vest over four years. 25% of the Options vest on the first anniversary of the grant date (i.e., the date indicated), and the balance vests proportionately each quarter over the remaining three years.
F5 Performance Stock Units ("PSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
F6 This is a target only. The value of PSUs is tied to satisfaction of certain performance criteria (other than the price of Issuer's common stock) determined after the close of FY2026. Reporting Person may acquire shares of Issuer's common stock to the extent that the performance criteria are satisfied. The actual number of shares ultimately deliverable ranges from -0- to 236,909 (subject to any subsequent stock splits and the like).
F7 Not applicable

Remarks:

On May 22, 2023, the reporting person was granted a combination of equity awards under the Company's 2020 Equity Incentive Plan (the "Plan") comprised of stock options, time-vesting restricted stock units, performance-vesting restricted stock units based on certain performance metrics, and performance-vesting restricted stock units based on certain other performance metrics. Although the aggregate number of shares underlying such awards could theoretically exceed the annual 500,000 share limit under the Plan if the Company achieved certain performance targets, the Plan provides that any award that includes shares in excess of the Plan's limitations shall be void with respect to such excess shares. This amendment to Form 4 is being filed to amend and restate the entire original Form 4 filing to reflect such voiding of PSUs under the terms of the Plan.