Tania Secor - Dec 5, 2023 Form 4 Insider Report for INTEGRAL AD SCIENCE HOLDING CORP. (IAS)

Role: Chief Financial Officer
Signature: /s/ Yossi Almani, by Power of Attorney
Stock symbol: IAS
Transactions as of: Dec 5, 2023
Transactions value $: -$285,661
Form type: 4
Date filed: 12/7/2023, 05:03 PM
Previous filing: Apr 18, 2023
Next filing: Dec 11, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	IAS	Common Stock, $0.001 par value	Options Exercise	$0	+74.9K	+36.75%	$0.00	279K	Dec 5, 2023	Direct	F1
transaction	IAS	Common Stock, $0.001 par value	Sale	-$286K	-20.3K	-7.27%	$14.09	259K	Dec 6, 2023	Direct	F2, 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
transaction	IAS	Market Stock Units	Options Exercise	$0	-74.9K	-17.88%	$0.00	344K	Dec 5, 2023	Common Stock, $0.001 par value	74.9K		Direct	F4, F5

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

Explanation of Responses:

Id	Content
F1	Represents shares of common stock earned upon the vesting of market stock units granted on December 5, 2022
F2	Mandatory sale to cover tax liability associated with the settlement of restricted stock units.
F3	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $14.03 to $14.19 per share. The reporting person undertakes to provide to Integral Ad Science Holding Corp., any security holder of Integral Ad Science Holding Corp. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F4	The number of market stock units reported represents the maximum possible number of shares that are eligible for vesting, which is 225% of the number of shares that would be earned at target. The minimum payout factor that must be achieved to earn any payout is 60%. The actual number of shares that will vest on each vesting date will be determined by comparing the price of common stock on the applicable vesting date to the price of common stock on December 2, 2022 (i.e., number of vested shares is equal to (i) the number of shares at target payout multiplied by (ii) (a) the average price of common stock for the 10 trading days immediately preceding the applicable vesting date divided by (b) the closing stock price on December 2, 2022).
F5	The market stock units vest 25% on December 5, 2023 and in equal installments every three months thereafter over a three year period, subject to continued employment.