Drew Sievers - Apr 12, 2023 Form 3/A Insider Report for Forge Global Holdings, Inc. (FRGE)

Role: Chief Delivery Officer
Signature: /s/ Mark P. Lee, Attorney-in-Fact
Stock symbol: FRGE
Transactions as of: Apr 12, 2023
Transactions value $: $0
Form type: 3/A
Date filed: 1/18/2024, 08:30 PM
Date Of Original Report: Dec 28, 2023
Next filing: Jan 18, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	FRGE	Common Stock, $0.0001 par value per share						63.8K	Apr 12, 2023	Direct	F1, F2
holding	FRGE	Common Stock, $0.0001 par value per share						1.6M	Apr 12, 2023	By Operative Capital SPV I, LLC	F3
holding	FRGE	Common Stock, $0.0001 par value per share						678K	Apr 12, 2023	By Operative Capital LP	F3

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
holding	FRGE	Stock Options							Apr 12, 2023	Common Stock, $0.0001 par value per share	625K	$1.63	Direct	F4
holding	FRGE	Warrants							Apr 12, 2023	Common Stock, $0.0001 par value per share	25.1K	$3.98	By Operative Capital LP	F3

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

Explanation of Responses:

Id	Content
F1	On December 28, 2023, an initial Form 3 was filed to report the following: 69,467 of such shares represent restricted stock units ("RSUs") granted on June 1, 2022 under the Forge Global Holdings, Inc. 2022 Stock Option and Incentive Plan. Each unit represents a right to receive one share of the Issuer's Common Stock. Subject to the Reporting Person's continued employment through each applicable vesting date, the RSUs vest as follows: (i) 1/3 of the RSUs vest on March 21, 2023, (ii) 1/3 of the RSUs vest on March 21, 2024, and (iii) 1/3 of the RSUs vest on March 21, 2025. All RSUs that vest shall be issued on or as soon as practicable following the applicable vesting date.
F2	This amendment is being filed solely to correct this initially reported 69,467 amount to 63,828. This reduction reflects that prior to the date of the event requiring the initial Form 3 filing, 5,639 shares had already been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of RSUs.
F3	The Reporting Person is a managing member of the ultimate general partner of each of Operative Capital LP and Operative Capital SPV I, LLC and thus may be deemed to be the beneficial owner of the shares held by such entities. The Reporting Person disclaims beneficial ownership of all securities held by such entities except to the extent of his pecuniary interest therein, if any.
F4	These shares represent stock options granted under the Amended and Restated Forge Global, Inc. 2018 Equity Incentive Plan. Each stock option represents a right to acquire one share of the Issuer's Common Stock. Subject to the Reporting Person's continued services to the Issuer through each applicable vesting date, 25% of the shares subject to the award vested on May 7, 2022 and the remaining shares vest thereafter in 36 equal monthly installments.