Home/Filings/4/0001209191-19-044732
4//SEC Filing

Swayman Robert 4

Accession 0001209191-19-044732

CIK 0001720116other

Filed

Aug 4, 8:00 PM ET

Accepted

Aug 5, 8:19 PM ET

Size

10.5 KB

Accession

0001209191-19-044732

Insider Transaction Report

Form 4
Period: 2019-08-01
Transactions
  • Award

    Common Stock

    2019-08-01+12,50012,500 total
  • Award

    Common Stock

    2019-08-01+4,16718,833 total
Holdings
  • Common Stock

    (indirect: See Footnote)
    5,083
  • Common Stock

    8,000
  • Common Stock

    (indirect: See Footnote)
    8,000
Footnotes (6)
  • [F1]A performance grant of Restricted Stock Units (RSUs), which is convertible into common stock of the issuer on a one-for-one basis, was originally approved by the Company's Compensation Committee on September 5, 2018 (the "Performance Grant"), subject to the Performance Criteria described below, and reported on the Company's Form 8-K on September 10, 2018 and described in the Company's definitive proxy statement filed on April 16, 2019.
  • [F2]The Performance Grant shall not vest unless and until the Company has, for any fiscal quarter through September 30, 2021 (i) gross revenue determined in accordance with the Company's reviewed or audited financial statements in excess of $7.0 million for such fiscal quarter, (ii) positive adjusted EBITDA, as determined based on the Company's reviewed or audited financial statements for such fiscal quarter, and (iii) the participant continues to provide services to the Company either as an employee, director or consultant on the last date of the quarter that the performance criteria is met (collectively, the "Performance Criteria"). If the Performance Criteria are met, the RSUs vest one-third annually on each of July 1, 2019, July 1, 2020 and July 1, 2021 ("Time-Based Vesting Requirement"). In the event of a change of control, all RSUs which have not vested on the date of such change of control shall immediately vest even if the Time-Based Vesting Requirement has not been met.
  • [F3]Represents the vesting of 4,167 shares of the Performance Grant. Following achievement of the Performance Criteria, the remaining 8,333 RSUs vest in two equal installments on July 1, 2020 and 2021, subject to accelerated vesting under certain conditions.
  • [F4]Shares held through BSIG, LLC of which Mr. Swayman is a member.
  • [F5]Represents RSUs convertible into common stock of the issuer of a one-for-one basis originally granted on March 29, 2018. The RSUs vest in two equal installments on March 29, 2020 and 2021, subject to accelerated vesting under certain conditions.
  • [F6]Shares held by a family trust of which Mr. Swayman serves as co-trustee.

Issuer

Red Violet, Inc.

CIK 0001720116

Entity typeother

Related Parties

1
  • filerCIK 0001636524

Filing Metadata

Form type
4
Filed
Aug 4, 8:00 PM ET
Accepted
Aug 5, 8:19 PM ET
Size
10.5 KB