Gerhard Watzinger - 01 Feb 2023 Form 4 Insider Report for KnowBe4, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Feb 2023, 15:04:08 UTC
Prior SEC filing
14 Feb 2023
Next SEC filing
22 Mar 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Alicia Dietzen, as Attorney-in-Fact

Key filing fact

Gerhard Watzinger filed Form 4 for KnowBe4, Inc. on 03 Feb 2023.

Key facts

  • This page summarizes Gerhard Watzinger's Form 4 filing for KnowBe4, Inc..
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 03 Feb 2023, 15:04.

Change

  • Previous filing in this sequence was filed on 14 Feb 2023.
  • Current net transaction value: -$17,643,443.

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.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

KNBE transaction

Class A Common Stock

Disposed to Issuer

Transaction value
$294,119
Shares
-11,812
Change %
-100%
Price
$24.90
Shares after
0
Date
01 Feb 2023
Ownership
Direct
Footnotes
F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

KNBE transaction Derivative

Stock Option (right to buy)

Disposed to Issuer

Transaction value
$17,349,324
Shares
-696,760
Change %
-100%
Price
$24.90
Shares after
0
Date
01 Feb 2023
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
696,760
Exercise price
$3.29
Footnotes
F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Gerhard Watzinger is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Represents 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. ("Merger Sub") 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 Merger Sub (the "Merger Agreement").

Footnote F2

Pursuant to the terms of the Issuer's Outside Director Compensation Policy, the RSUs vested in full in connection with the Merger. At the Effective Time, the vested RSUs were canceled and converted into the right to receive a cash payment of $294,119, which represents $24.90 per vested RSU.

Footnote F3

Pursuant to the terms of a stock option agreement between the Reporting Person and the Issuer, this option vested in full in connection with the Merger. At the Effective Time, this option was canceled and converted into the right to receive a cash payment of $15,056,984, which represents the difference between (i) the exercise price of the option and (ii) the product of $24.90 and the number of shares subject to the option.

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