FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/12/2017 |
3. Issuer Name and Ticker or Trading Symbol
Yext, Inc. [ YEXT ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 4,729,759 | D | |
Common Stock | 1,764,469 | I | See Footnote(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Option (Right to Buy) | (2) | 04/28/2026 | Common Stock | 500,000 | 6.11 | D | |
Series A Preferred Stock | (3) | (3) | Common Stock | 221,782 | (3) | D | |
Series A Preferred Stock | (3) | (3) | Common Stock | 73,928 | (3) | I | See Footnote(1) |
Explanation of Responses: |
1. Mr. Distelburger currently holds voting control of these shares as voting trustee, pursuant to a voting trust agreement, which terminates upon the closing of the Issuer's initial public offering, at which point Mr. Distelburger will no longer retain voting control over such shares. |
2. Twenty-five percent (25%) of the shares subject to the option shall vest on April 22, 2017 and 1/36th of the remaining shares subject to the option shall vest in equal monthly installments on each monthly anniversary thereafter. |
3. The Series A Preferred Stock will convert into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering. The Series A Preferred Stock does not have an expiration date. |
Remarks: |
Exhibit List: Exhibit 24 - Power of Attorney |
/s/ Brian Distelburger | 04/12/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |