SEC FORM 4

SEC Form 4

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^*

Rudnitsky David

(Last)

(First)

(Middle)

61 NINTH AVENUE

(Street)

NEW YORK

10011

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Yext, Inc. [ YEXT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President & CRO

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/20/2021		M		14,375	A	⁽¹⁾	80,570⁽²⁾	D
Common Stock	03/20/2021		M		10,938	A	⁽¹⁾	91,508	D
Common Stock	03/20/2021		M		7,812	A	⁽¹⁾	99,320	D
Common Stock	03/22/2021		S⁽³⁾		10,224	D	$15.2214⁽⁴⁾	89,096	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	03/20/2021		M			14,375	⁽⁵⁾	⁽⁵⁾	Common Stock	14,375	$0	129,375	D
Restricted Stock Unit	⁽¹⁾	03/20/2021		M			10,938	⁽⁶⁾	⁽⁶⁾	Common Stock	10,938	$0	153,125	D
Restricted Stock Unit	⁽¹⁾	03/20/2021		M			7,812	⁽⁷⁾	⁽⁷⁾	Common Stock	7,812	$0	117,188	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Yext, Inc.'s common stock.

2. Includes 1,570 shares acquired pursuant to the Issuer's 2017 Employee Stock Purchase Plan.

3. 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.

4. Reflects a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $15.1000 to $15.3700, 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

5. One-tenth of the shares subject to award vests on March 20, 2021 and then quarterly thereafter on each of June 20, September 20, December 20 and March 20 in each case subject to the executive's continued service on each such date, until such units are fully vested on June 20, 2023.

6. One-fifteenth of shares subject to award vests on March 20, 2021 and then quarterly thereafter on each of June 20, September 20, December 20, and March 20 in each case subject to the executive's continued service on each such date, until the award is fully vested on September 20, 2024.

7. One-sixteenth of shares subject to award vests on March 20, 2021 and then quarterly thereafter on each of June 20, September 20, December 20 and March 20, in each case subject to the executive's continued service on each such date, until the award is fully vested on December 20, 2024.

Remarks:

	/s/ Ho Shin, Attorney-in-Fact	03/23/2021
	** 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).
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