| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Yext, Inc. [ YEXT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/20/2022 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 06/20/2022 | M | 9,375 | A | (1) | 92,543 | D | |||
| Common Stock | 06/20/2022 | M | 9,375 | A | (1) | 101,918 | D | |||
| Common Stock | 06/20/2022 | M | 6,250 | A | (1) | 108,168 | D | |||
| Common Stock | 06/20/2022 | M | 37,500 | A | (1) | 145,668 | D | |||
| Common Stock | 06/21/2022 | S(2) | 16,486 | D | $5.364(3) | 129,182 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | (1) | 06/20/2022 | M | 9,375 | (4) | (4) | Common Stock | 9,375 | $0 | 84,375 | D | ||||
| Restricted Stock Unit | (1) | 06/20/2022 | M | 9,375 | (5) | (5) | Common Stock | 9,375 | $0 | 37,500 | D | ||||
| Restricted Stock Unit | (1) | 06/20/2022 | M | 6,250 | (6) | (6) | Common Stock | 6,250 | $0 | 75,000 | D | ||||
| Restricted Stock Unit | (1) | 06/20/2022 | M | 37,500 | (7) | (7) | Common Stock | 37,500 | $0 | 562,500 | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit represents a contingent right to receive one share of Yext, Inc.'s common stock. |
| 2. This transaction was effected pursuant to non-discretionary, sell-to-cover arrangements mandated by the Issuer to fund tax withholding obligations in connection with the vesting of restricted stock units. |
| 3. Reflects a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $5.27 to $5.50, inclusive. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of common shares sold at each separate price |
| 4. One-sixteenth of the shares subject to award vested on December 20, 2020 and then quarterly thereafter on each of March 20, June 20, September 20 and December 20, subject to the executive's continued service on each such date, until the award is fully vested on September 20, 2024. |
| 5. One-twelfth of the shares subject to award vested on September 20, 2020 and then quarterly thereafter on each of December 20, March 20, June 20 and September 20, subject to the executive's continued service on each such date, until such units are fully vested on June 20, 2023. |
| 6. One-sixteenth of shares subject to award vested on September 20, 2021 and then quarterly thereafter on each of December 20, March 20, June 20 and September 20, subject to the executive's continued service on each such date, until the award is fully vested on June 20, 2025. |
| 7. One-sixteenth of shares subject to award vests on June 20, 2022 and then quarterly thereafter on each of September 20, December 20, and March 20 of each year, subject to the reporting person's continued service on each such date, until the award is fully vested on March 20, 2026. |
| /s/ Ho Shin, Attorney-in-Fact | 06/22/2022 | |
| ** 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 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). | ||
| 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. | ||