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Yext, Inc.·4

Apr 17, 6:31 PM ET

Walrath Michael 4

Research Summary

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Updated

Yext (YEXT) CEO Michael Walrath Receives 1.25M Performance PSUs

What Happened

  • Michael Walrath, CEO of Yext, was granted two performance-based restricted stock unit (PSU) awards on 2026-04-16, each for a target of 625,000 PSUs, for a total target of 1,250,000 PSUs. Each PSU is a contingent right to receive one share of Yext common stock (acquisition price reported $0.00; derivative award).
  • The awards are performance-contingent (not an open-market purchase or sale) and will only convert into shares if specified performance goals and continued service requirements are met.

Key Details

  • Transaction date: 2026-04-16; Form 4 filed 2026-04-17.
  • Award type/code: A (grant/award) — derivative PSUs recorded at $0.00.
  • Target shares granted: 625,000 PSUs (first award) + 625,000 PSUs (second award) = 1,250,000 target PSUs.
  • Maximum potential: Each award may pay out from 0% to 200% of target, so combined maximum potential = up to 2,500,000 shares if performance goals are exceeded.
  • Vesting / performance windows:
    • Award 1 (F2): Earns based on ARR growth and a "Rule of 40" metric over fiscal years 2027 and 2028. 50% of that award’s target PSUs are eligible per performance period; eligible PSUs vest on March 20 following the end of each performance period, subject to continued service.
    • Award 2 (F3): Earns based on total shareholder return (TSR) vs. the S&P Software & Services Select Index for two periods: 3/31/2026–3/31/2027 and 3/31/2026–3/31/2028. PSUs that become eligible vest on June 20 following the applicable performance period, subject to continued service.
  • Shares owned after transaction: not specified in the filing.
  • Filing timeliness: Form 4 filed the day after the grants (no late-file flag indicated).

Context

  • These are performance-based awards (PSUs) that only convert to actual shares if preset operational/TSR goals and service conditions are met; they are not immediate cash or open-market transactions.
  • Awards recorded at $0 are typical for stock-settled PSU grants; they do not represent an immediate economic gain unless and until they vest and are settled.