Ravella Satish 4

What Happened

• Ravella Satish, Chief Accounting Officer of Zeta Global Holdings Corp. (ZETA), exercised 25,000 stock options on 2026-06-02 at an exercise price of $12.56, resulting in an aggregate cost of $314,000. To cover exercise costs and withholding taxes, 17,302 of the resulting shares were withheld (valued at $25.25 per share, ~$436,876). A separate line in the filing records the conversion/disposition of the underlying derivative instrument. On 2026-06-04, 7,968 shares were transferred as a gift (no cash consideration).

Key Details

• Transaction dates and prices:
  • 2026-06-02: Exercised options — 25,000 shares acquired @ $12.56 (total $314,000).
  • 2026-06-02: Withholding to satisfy taxes/option costs — 17,302 shares disposed @ $25.25 (value reported $436,876).
  • 2026-06-02: Derivative conversion reported — 25,000 units disposed @ $0.00 (represents conversion of the option instrument).
  • 2026-06-04: Gift — 7,968 shares disposed @ $0.00 (no cash proceeds).
• Shares owned after the transactions: Not specified in the excerpt provided.
• Relevant footnotes from the filing:
  • F1: Withholding of shares used to satisfy option exercise costs and taxes.
  • F2: Transfer to a trust managed by an independent trustee for estate/tax planning and to satisfy future withholding on restricted awards.
  • F3: Option vesting schedule: 25% on first anniversary of grant, then quarterly vesting thereafter.
• Filing timeliness: Form 4 was filed on 2026-06-04 for transactions dated 2026-06-02 — appears timely (within the Form 4 two-business-day requirement).

Context

• This was essentially a cashless exercise: the option was exercised to create shares, and a portion of those shares were withheld to cover exercise costs and tax withholding. That withholding is routine and does not, by itself, indicate a negative view of the stock.
• The 7,968-share gift and the transfer to a trust are typically estate/tax planning moves and are not direct market purchases or sales that signal insider sentiment.
• The filing documents option vesting terms (F3); no indication in the provided data that this was part of a 10% owner transaction or a 10b5-1 sale plan.