Form 4 for ZETA Zeta Global Holdings Corp.
Accepted 2023-04-21 00:00:00 ET · period of report 2023-04-21 · accession 0000899243-23-011556 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | J - Other | $0.00 | +1.10M | 2.05M | +115% | $0 |
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | F - Tax | $10.38 | -15.0K | 2.15M | -0.7% | -$155.2K |
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | G - Gift | $0.00 | -1,000 | 2.15M | -0.0% | $0 |
| D | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | J - Other | $0.00 | -1.10M | 7,321 | -99% | $0 |
| D | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | A - Grant | $0.00 | +1.10M | 1.10M | +14,983% | $0 |
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | M - OptEx | $0.00 | +114.0K | 2.17M | +6% | $0 |
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | J - Other | $0.00 | +246.9K | 246.9K | New | $0 |
| D | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | J - Other | $0.00 | -246.9K | 0 | -100% | $0 |
| D | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | A - Grant | $0.00 | +246.9K | 246.9K | New | $0 |
| DI | 2023-04-21 | 2023-04-21 | ZETA | ACI Investment Partners, LLC | 10% | M - OptEx | $0.00 | -114.0K | 286.0K | -28% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-04-21 | J | A | 1,096,925 | $0.00 | 2,051,869 | I By ACI Investment Partners, LLC | — | — | (F3) Securities held directly by ACI. Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. |
| 2 | Common | Class A Common Stock | 2023-04-21 | F | D | 14,953 | $10.38 | 2,150,916 | I | — | — | (F5) Withholding of shares in satisfaction of taxes due upon the vesting of PSUs under the Registrant's Incentive Award Plan. |
| 3 | Common | Class A Common Stock | 2023-04-21 | G | D | 1,000 | $0.00 | 2,149,916 | I | — | — | |
| 4 | Common | Class A Common Stock | 2023-04-21 | J | D | 1,096,925 | $0.00 | 7,321 | D By ACI Investment Partners, LLC | — | — | (F3) Securities held directly by ACI. Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. |
| 5 | Common | Class A Common Stock | 2023-04-21 | A | A | 1,096,925 | $0.00 | 1,104,246 | D By ACI Investment Partners, LLC | — | — | (F1) Represents restricted stock awarded pursuant to Issuer's 2021 Incentive Award Plan, 25% of which vests on the first anniversary of the grant date and the remainder of which vests in 16 equal quarterly installments beginning on the first anniversary of the grant date. (F3) Securities held directly by ACI. Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. |
| 6 | Common | Class A Common Stock | 2023-04-21 | M | A | 114,000 | $0.00 | 2,165,869 | I By ACI Investment Partners, LLC | — | — | (F4) On August 18, 2021, the reporting person was granted an award of performance-based restricted stock units ("PSUs"), which are earned in the form of restricted stock based on the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter. On April 21, 2023, the Issuer determined that the performance conditions had been partially met, resulting in these securities being earned, which securities vest in three equal annual installments beginning on April 21, 2023. (F3) Securities held directly by ACI. Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. |
| 7 | Derivative | Performance-Based Restricted Stock Units | 2023-04-21 | J | A | 246,925 | $0.00 | 246,925 | I | — · — to — | 246,925 Class A Common Stock | (F7) Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. (F8) The PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter beginning with the fourth fiscal quarter of 2023 and ending with, and including, the fourth fiscal quarter of 2027. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2028. |
| 8 | Derivative | Performance-Based Restricted Stock Units | 2023-04-21 | J | D | 246,925 | $0.00 | 0 | D By ACI Investment Partners, LLC | — · — to — | 246,925 Class A Common Stock | (F2) Represents a transfer for no consideration by Mr. Steinberg to ACI Investment Partners, LLC ("ACI"). (F7) Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. (F8) The PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter beginning with the fourth fiscal quarter of 2023 and ending with, and including, the fourth fiscal quarter of 2027. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2028. |
| 9 | Derivative | Performance-Based Restricted Stock Units | 2023-04-21 | A | A | 246,925 | $0.00 | 246,925 | D By ACI Investment Partners, LLC | — · — to — | 246,925 Class A Common Stock | (F3) Securities held directly by ACI. Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. (F7) Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. (F8) The PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter beginning with the fourth fiscal quarter of 2023 and ending with, and including, the fourth fiscal quarter of 2027. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2028. |
| 10 | Derivative | Performance-Based Restricted Stock Units | 2023-04-21 | M | D | 114,000 | $0.00 | 286,000 | I | — · — to — | 114,000 Class A Common Stock | (F7) Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. (F9) The remaining PSUs will be earned in the form of restricted stock based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter ending with, and including, the fourth fiscal quarter of 2025. To the extent earned, the restricted stock will vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of shares of restricted stock that are eligible to be earned for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned portion of the PSUs are expected to expire on January 1, 2026. |