Nirav N. Tolia - Oct 28, 2024 Form 4 Insider Report for Nextdoor Holdings, Inc. (KIND)

Role
CEO and President, Director, 10%+ Owner
Signature
/s/ Sophia Contreras Schwartz, as Attorney-in-Fact for Reporting Person
Stock symbol
KIND
Transactions as of
Oct 28, 2024
Transactions value $
-$7,380,976
Form type
4
Date filed
10/30/2024, 04:03 PM
Previous filing
Oct 17, 2024

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 KIND Stock Option (Right to Buy) Options Exercise $0 -4.9M -100% $0.00 0 Oct 28, 2024 Class B Common Stock 4.9M $0.90 Direct F1
transaction KIND Class B Common Stock Options Exercise $0 +4.9M +20.26% $0.00 29.1M Oct 28, 2024 Class A Common Stock 4.9M Direct F2
transaction KIND Class B Common Stock Tax liability -$7.38M -3.02M -10.4% $2.44 26.1M Oct 28, 2024 Class A Common Stock 3.02M Direct F2
holding KIND Class B Common Stock 1.26M Oct 28, 2024 Class A Common Stock 1.26M By Megha Tolia F2
holding KIND Class B Common Stock 2.08M Oct 28, 2024 Class A Common Stock 2.08M See footnote F2, F3
holding KIND Class B Common Stock 320K Oct 28, 2024 Class A Common Stock 320K See footnote F2, F4
holding KIND Class B Common Stock 155K Oct 28, 2024 Class A Common Stock 155K By Nalin Tolia F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the consummation of the Issuer's business combination on November 5, 2021, with the entity formerly named Nextdoor, Inc. (the "Business Combination"), all stock options then held by the reporting person were exchanged for substitute option awards of the Issuer, having an equivalent economic value, which vest and become exercisable for shares of the Issuer's Class B Common Stock. Accordingly, the shares underlying this option were fully vested as of the November 5, 2021 grant date of this award.
F2 Each share of Class B Common Stock is convertible into one share of Class A Common Stock of the Issuer at the election of the holder any time; provided; however, that each share of Class B Common Stock shall automatically be converted into Class A Common Stock on a one-for-one basis on the earlier of the : (i) tenth anniversary of the completion of the Business Combination or (ii) date specified by the affirmative vote of the holders of two-thirds of the Class B Common Stock then outstanding. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions).
F3 Represents shares held by the Tolia Family Children's Trust dated March 13, 2014, of which the reporting person's father is the Trustee.
F4 Represents shares held by the Tolia Family Trust dated June 30, 2008, of which the reporting person's father is the Trustee.