Lars Letonoff - 01 Feb 2023 Form 4 Insider Report for KnowBe4, Inc.

Signature
/s/ Alicia Dietzen, as Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
01 Feb 2023
Net transactions value
-$13,912,900
Form type
4
Filing time
03 Feb 2023, 15:02:07 UTC
Previous filing
18 Nov 2022

Key filing fact

Lars Letonoff filed Form 4 for KnowBe4, Inc. on 03 Feb 2023.

Key facts

  • This page summarizes Lars Letonoff's Form 4 filing for KnowBe4, Inc..
  • 1 reported transaction and 0 derivative rows are listed below.
  • Filing timestamp: 03 Feb 2023, 15:02.

Change

  • Previous filing in this sequence was filed on 18 Nov 2022.
  • Current net transaction value: -$13,912,900.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

See Original Filing

Transactions Table

KNBE transaction

Class A Common Stock

Disposed to Issuer

Transaction value
$13,912,900
Shares
-558,751
Change %
-100%
Price
$24.90
Shares after
0
Date
01 Feb 2023
Ownership
Direct
Footnotes
F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Lars Letonoff is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Represents 400,045 shares and 158,706 restricted stock units ("RSUs") that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Oranje Merger Sub, Inc. with and into KnowBe4, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 11, 2022, by and among the Issuer, Oranje Holdco, LLC and Oranje Merger Sub, Inc.
F2 The number of shares of Class A common stock disposed of reflects (i) the forfeiture of 1,099 shares of the Issuer's Class B common stock on August 11, 2021 (in addition to the 362,742 shares disclosed as forfeited by the Reporting Person on Form 4 on August 13, 2021), (ii) the conversion of all shares of the Issuer's Class B common stock owned by the Reporting Person into an equal number of shares of Class A common stock at the option of the Reporting Person, resulting in an increase in the number of shares of Class A common stock owned by 345,597 and a corresponding decrease in the number of shares of Class B common stock owned, and (iii) and an aggregate of 2,563 shares of Class A common stock acquired by the Reporting Person pursuant to the Issuer's 2021 Employee Stock Purchase Plan between November 22, 2021 and November 21, 2022.
F3 At the Effective Time, (i) each outstanding share of the Issuer's Class A common stock was canceled and converted into the right to receive $24.90 in cash, without interest, per share, and (ii) the unvested RSUs were canceled and converted into the contingent right to receive a cash payment of $3,951,779 (which represents $24.90 per unvested RSU), which will vest and become payable pursuant to the time-based vesting schedule that the unvested RSUs were subject to immediately prior to the Effective Time.

Remarks:

Co-President & Chief Revenue Officer

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