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

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
03 Feb 2023, 15:02:07 UTC
Prior SEC filing
18 Nov 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Alicia Dietzen, as Attorney-in-Fact

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.
  • Accepted by SEC: 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.

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
$13,912,900
Shares
-558,751
Change %
-100%
Price
$24.90
Shares after
0
Date
01 Feb 2023
Ownership
Direct
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Lars Letonoff 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 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.

Footnote 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.

Footnote 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.

SEC remarks

Co-President & Chief Revenue Officer

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