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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Options (Rights to Buy) | $ 2.01 | 11/18/2021 | M | 700,000 | (9) | 09/20/2027 | Common Stock | 700,000 | $ 0 | 502,825 (10) | I | By Trust (1) | |||
Options (Rights to Buy) | $ 2.01 | 11/19/2021 | M | 502,825 | (9) | 09/20/2027 | Common Stock | 502,825 | $ 0 | 0 | I | By Trust (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
McLaughlin Matthew F. C/O DOUBLEVERIFY HOLDINGS, INC. 233 SPRING STREET NEW YORK, NY 10013 |
Chief Operating Officer |
/s/ Andrew E. Grimmig, as Attorney-in-Fact for Matthew F. McLaughlin | 11/22/2021 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents shares and options held by The McLaughlin Family Trust for which Mr. McLaughlin is a trustee. |
(2) | Represents shares disposed to pay the exercise price and satisfy tax obligations in connection with the exercise of 700,000 options on November 18, 2021. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $30.87 to $31.86, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $31.87 to $32.86, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $32.87 to $33.13, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(6) | Represents shares disposed to pay the exercise price and satisfy tax obligations in connection with the exercise of 502,825 options on November 19, 2021. |
(7) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $31.40 to $32.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $32.40 to $33.20, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(9) | Represents non-qualified stock options granted on September 20, 2017, 25% of which vested on September 20, 2018 and the remainder of which vested at a rate of 6.25% per quarter thereafter, subject to Mr. McLaughlin's continued employment. The options fully vested on September 20, 2021. |
(10) | The total was increased by one share due to an administrative calculation error due to rounding of the vested amount. |