Form 4 for GETY Getty Images Holdings, Inc.
Accepted 2022-08-26 00:00:00 ET · period of report 2022-07-22 · accession 0001104659-22-095247 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2022-08-26 | 2022-08-24+ | GETY | Vaughan Elizabeth Anne | CHRO | M - OptEx | — | +1,746 | 7,854 | +29% | — |
| D | 2022-08-26 | 2022-07-22 | GETY | Vaughan Elizabeth Anne | CHRO | A - Grant | $0.00 | +6,108 | 6,108 | New | $0 |
| DM | 2022-08-26 | 2022-07-22 | GETY | Vaughan Elizabeth Anne | CHRO | A - Grant | $0.00 | +726.5K | 1,746 | New | $0 |
| DM | 2022-08-26 | 2022-08-24+ | GETY | Vaughan Elizabeth Anne | CHRO | M - OptEx | — | -1,746 | 0 | -100% | — |
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 | 2022-08-24 | M | A | 582 | — | 6,690 | D | — | — | (F2) Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Business Combination Agreement"), the Reporting Person had the contingent right (an "earnout") to receive a pro rata amount of shares of Class A common stock of the Issuer (the "Class A common stock"), if at any time during the 10 year period following July 22, 2022, the volume weighted average price of the Class A common stock was greater than or equal to, for any 20 trading days within any 30 consecutive trading day period: $12.50 for the first earnout (the "First Price Triggering Event"); $15.00 for the second earnout (the "Second Price Triggering Event"); and $17.50 for the third earnout (the "Third Price Triggering Event"). (F3) The First Price Triggering Event occurred on August 24, 2022, upon which the Reporting Person became entitled to receive 582 shares of Class A common stock in accordance with the Business Combination Agreement. |
| 2 | Common | Class A common stock | 2022-08-25 | M | A | 1,164 | — | 7,854 | D | — | — | (F2) Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Business Combination Agreement"), the Reporting Person had the contingent right (an "earnout") to receive a pro rata amount of shares of Class A common stock of the Issuer (the "Class A common stock"), if at any time during the 10 year period following July 22, 2022, the volume weighted average price of the Class A common stock was greater than or equal to, for any 20 trading days within any 30 consecutive trading day period: $12.50 for the first earnout (the "First Price Triggering Event"); $15.00 for the second earnout (the "Second Price Triggering Event"); and $17.50 for the third earnout (the "Third Price Triggering Event"). (F4) The Second Price Triggering Event and the Third Price Triggering Event occurred on August 25, 2022, upon which the Reporting Person became entitled to receive an aggregate 1,164 shares of Class A common stock in accordance with the Business Combination Agreement. |
| 3 | Common | Class A common stock | 2022-07-22 | A | A | 6,108 | $0.00 | 6,108 | D | — | — | |
| 4 | Derivative | Stock Option (Right to Buy) | 2022-07-22 | A | A | 61,740 | $0.00 | 61,740 | D | $3.13 · — to 2027-02-26 | 61,740 Class A common stock | (F6) Stock options are fully vested and exercisable. |
| 5 | Derivative | Stock Option (Right to Buy) | 2022-07-22 | A | A | 23,529 | $0.00 | 23,529 | D | $3.13 · — to 2027-03-01 | 23,529 Class A common stock | (F6) Stock options are fully vested and exercisable. |
| 6 | Derivative | Stock Option (Right to Buy) | 2022-07-22 | A | A | 639,523 | $0.00 | 639,523 | D | $2.74 · — to 2029-04-10 | 639,523 Class A common stock | (F7) Stock options originally granted on April 10, 2019, 25% of which vested on the one-year anniversary of the date of grant, and remaining 75% of which vests quarterly in twelve substantially equal installments commencing on the quarterly anniversaries of the date of grant, subject to earlier forfeiture or acceleration. |
| 7 | Derivative | Earnout Shares | 2022-07-22 | A | A | 1,746 | $0.00 | 1,746 | D | — · — to — | 1,746 Class A common stock | (F2) Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Business Combination Agreement"), the Reporting Person had the contingent right (an "earnout") to receive a pro rata amount of shares of Class A common stock of the Issuer (the "Class A common stock"), if at any time during the 10 year period following July 22, 2022, the volume weighted average price of the Class A common stock was greater than or equal to, for any 20 trading days within any 30 consecutive trading day period: $12.50 for the first earnout (the "First Price Triggering Event"); $15.00 for the second earnout (the "Second Price Triggering Event"); and $17.50 for the third earnout (the "Third Price Triggering Event"). |
| 8 | Derivative | Earnout Shares | 2022-08-24 | M | D | 582 | — | 1,164 | D | — · — to — | 582 Class A common stock | (F2) Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Business Combination Agreement"), the Reporting Person had the contingent right (an "earnout") to receive a pro rata amount of shares of Class A common stock of the Issuer (the "Class A common stock"), if at any time during the 10 year period following July 22, 2022, the volume weighted average price of the Class A common stock was greater than or equal to, for any 20 trading days within any 30 consecutive trading day period: $12.50 for the first earnout (the "First Price Triggering Event"); $15.00 for the second earnout (the "Second Price Triggering Event"); and $17.50 for the third earnout (the "Third Price Triggering Event"). (F3) The First Price Triggering Event occurred on August 24, 2022, upon which the Reporting Person became entitled to receive 582 shares of Class A common stock in accordance with the Business Combination Agreement. |
| 9 | Derivative | Earnout Shares | 2022-08-25 | M | D | 1,164 | — | 0 | D | — · — to — | 1,164 Class A common stock | (F2) Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among the Issuer and certain other parties (the "Business Combination Agreement"), the Reporting Person had the contingent right (an "earnout") to receive a pro rata amount of shares of Class A common stock of the Issuer (the "Class A common stock"), if at any time during the 10 year period following July 22, 2022, the volume weighted average price of the Class A common stock was greater than or equal to, for any 20 trading days within any 30 consecutive trading day period: $12.50 for the first earnout (the "First Price Triggering Event"); $15.00 for the second earnout (the "Second Price Triggering Event"); and $17.50 for the third earnout (the "Third Price Triggering Event"). (F4) The Second Price Triggering Event and the Third Price Triggering Event occurred on August 25, 2022, upon which the Reporting Person became entitled to receive an aggregate 1,164 shares of Class A common stock in accordance with the Business Combination Agreement. |