Statement of Changes in Beneficial Ownership (4)
18 November 2022 - 10:29AM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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Praeger Michael |
2. Issuer Name and Ticker or Trading Symbol
AvidXchange Holdings, Inc.
[
AVDX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O AVIDXCHANGE HOLDINGS, INC., 1210 AVIDXCHANGE LANE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2022 |
(Street)
CHARLOTTE, NC 28206
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/15/2022 | | M | | 4592 | A | (1) | 8817129 | D | |
Common Stock | 11/15/2022 | | M | | 17856 | A | (1) | 8834985 | D | |
Common Stock | 11/15/2022 | | M | | 40 | A | (1) | 8835025 | D | |
Common Stock | 11/15/2022 | | S | | 2042 | D | $9.33 (2) | 8832983 | D | |
Common Stock | 11/15/2022 | | S | | 7935 | D | $9.33 (2) | 8825048 | D | |
Common Stock | 11/15/2022 | | S | | 19 | D | $9.33 (2) | 8825029 | D | |
Common Stock | | | | | | | | 501680 | I | By MP Charitable Trust |
Common Stock | | | | | | | | 298556 (3) | I | By Cindy Praeger |
Common Stock | | | | | | | | 660627 | I | By Michael Praeger and Cindy Praeger, Joint Tenants with Right of Survivorship |
Common Stock | | | | | | | | 743848 | I | By MP 2021 GRAT |
Common Stock | | | | | | | | 1888652 | I | By Green and Gold 2014 GRAT |
Common Stock | | | | | | | | 1328276 | I | By Green and Gold 2015 GRAT |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 Units | (1) | 11/15/2022 | | M | | | 4592 | (4) | (4) | Common Stock | 4592 | $0.00 | 22956 | D | |
Restricted Stock Units | (1) | 11/15/2022 | | M | | | 17856 | (5) | (5) | Common Stock | 17856 | $0.00 | 160680 | D | |
Restricted Stock Units | (1) | 11/15/2022 | | M | | | 40 | (6) | (6) | Common Stock | 40 | $0.00 | 0 | D | |
Explanation of Responses: |
(1) | Upon vesting, restricted stock units convert into common stock on a one-for-one-basis. |
(2) | This transaction was executed in multiple trades at prices ranging from $9.15 to $9.52. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. |
(3) | Includes an acquisition of 80,236 shares by inheritance on September 30, 2022. |
(4) | On October 1, 2020, the reporting person was granted 73,452 restricted stock units, vesting 25% on the first anniversary of the vesting commencement date and quarterly thereafter. The vesting commencement date was February 15, 2020. |
(5) | On February 19, 2021, the reporting person was granted 286,652 restricted stock units, vesting 25% on the first anniversary of the vesting commencement date and quarterly thereafter. The vesting commencement date was February 15, 2021. |
(6) | On November 15, 2022, the restricted stock units fully vested. |
Remarks: President and Chief Executive Officer |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Praeger Michael C/O AVIDXCHANGE HOLDINGS, INC. 1210 AVIDXCHANGE LANE CHARLOTTE, NC 28206 | X |
| See Remarks |
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Signatures
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/s/ Ryan Stahl, Attorney-in-Fact for Michael Praeger | | 11/17/2022 |
**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 control number. |
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