Darrell Benatar - 12 Jan 2023 Form 4 Insider Report for UserTesting, Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
13 Jan 2023, 17:20:19 UTC
Prior SEC filing
16 Nov 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Mona Sabet as attorney-in-fact for Darrell Benatar

Key filing fact

Darrell Benatar filed Form 4 for UserTesting, Inc. on 13 Jan 2023.

Key facts

  • This page summarizes Darrell Benatar's Form 4 filing for UserTesting, Inc..
  • 4 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 13 Jan 2023, 17:20.

Change

  • Previous filing in this sequence was filed on 16 Nov 2021.
  • Current net transaction value: $0.

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.

USER transaction

Common Stock

Gift

Transaction value
$0
Shares
-1,000,000
Change %
-16%
Price
$0.000000
Shares after
5,176,674
Date
04 Jan 2023
Ownership
By trust
Footnotes
F1, F2
USER transaction

Common Stock

Gift

Transaction value
$0
Shares
+1,000,000
Change %
Price
$0.000000
Shares after
1,000,000
Date
04 Jan 2023
Ownership
See Footnote
Footnotes
F1, F3
USER transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-5,176,674
Change %
-100%
Price
Shares after
0
Date
12 Jan 2023
Ownership
By trust
Footnotes
F2, F4
USER transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-1,000,000
Change %
-100%
Price
Shares after
0
Date
12 Jan 2023
Ownership
See Footnote
Footnotes
F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 4 footnotes

Footnote F1

Represents 1,000,000 shares of the Issuer's Common Stock that the Reporting Person transferred as a gift.

Footnote F2

These securities are held by the D&L Benatar 2014 Revocable Trust, of which the Reporting Person is the manager and lifetime beneficiary.

Footnote F3

These securities are held by The Emily Benatar Foundation.

Footnote F4

On October 26, 2022, UserTesting, Inc., a Delaware corporation (the "Issuer" or the "Company") entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Thunder Holdings, LLC, a Delaware limited liability company ("Parent"), and Thunder Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the Merger Agreement, Merger Sub merged with and into the Company (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Company surviving the Merger as a wholly owned subsidiary of Parent. Upon the closing (the "Closing") of the Merger on January 12, 2023, each share of the Company's Common Stock, par value $0.0001 per share ("Common Stock"), was cancelled and automatically converted into the right to receive an amount in cash, without interest, equal to $7.50 (the "Merger Consideration"), less any applicable withholding taxes.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .