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).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Tangney Jeffrey

(Last) (First) (Middle)
DOXIMITY, INC.
500 THIRD STREET

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Doximity, Inc. [ DOCS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/11/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Code V Amount (A) or (D) Price
Class A Common Stock 02/11/2025 C(1) 178,334 A (1) 3,058,831 D(2)
Class A Common Stock 02/11/2025 S 159,108 D $75.8323(3) 2,899,723 D(2)
Class A Common Stock 02/11/2025 S 19,226 D $76.2055(4) 2,880,497 D(2)
Class A Common Stock 02/11/2025 S 10,760 D $75.7529(5) 239,240 I By Tangney Schweikert Family Trust(6)
Class A Common Stock 02/11/2025 S 18,158 D $76.9006(7) 221,082 I By Tangney Schweikert Family Trust(6)
Class A Common Stock 02/11/2025 S 20,482 D $78.0479(8) 200,600 I By Tangney Schweikert Family Trust(6)
Class A Common Stock 02/11/2025 S 600 D $78.856(9) 200,000 I By Tangney Schweikert Family Trust(6)
Class A Common Stock 02/12/2025 G(10) 200,000 D $0 0 I By Tangney Schweikert Family Trust(6)
Class A Common Stock 02/12/2025 S 260,624 D $74.8642(11) 2,619,873 D(2)
Class A Common Stock 02/12/2025 S 27,433 D $75.3297(12) 2,592,440 D(2)
Class A Common Stock 02/12/2025 S 474,448 D $75.3256(13) 2,117,992 D(2)
Class A Common Stock 02/12/2025 S 13,052 D $75.8254(14) 2,104,940 D(2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $0.6 02/11/2025 M 100,000 (15) 06/20/2026 Class B Common Stock(16) 100,000 $0 0 D(2)
Stock Option (Right to Buy) $0.6 02/11/2025 M 8,334 (17) 06/20/2026 Class B Common Stock(16) 8,334 $0 0 D(2)
Stock Option (Right to Buy) $0.97 02/11/2025 M 70,000 (18) 03/28/2028 Class B Common Stock(16) 70,000 $0 776,000 D(2)
Class B Common Stock (16) 02/11/2025 M 178,334 (16) (16) Class A Common Stock 178,334 $0 4,100,000 D(2)
Class B Common Stock (16) 02/11/2025 C(1) 178,334 (16) (16) Class A Common Stock 178,334 $0 3,921,666 D(2)
Class B Common Stock (16) (16) (16) Class A Common Stock 23,953,330 23,953,330 I By Tangney Schweikert Family Trust(6)
Class B Common Stock (16) (16) (16) Class A Common Stock 20,000,000 20,000,000 I By Tangney Annuity Trust, LLC(19)
1. Name and Address of Reporting Person*
Tangney Jeffrey

(Last) (First) (Middle)
DOXIMITY, INC.
500 THIRD STREET

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
1. Name and Address of Reporting Person*
Tangney Schweikert Family Trust

(Last) (First) (Middle)
C/O DOXIMITY, INC.
500 THIRD STREET

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Tangney Annuity Trust, LLC

(Last) (First) (Middle)
C/O DOXIMITY, INC.
500 THIRD STREET

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder.
2. These shares are owned directly by Jeffrey Tangney.
3. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $75.1300 to $76.1200 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $76.1300 to $76.4100 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $75.4300 to $76.2500 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. These shares are owned directly by the Tangney Schweikert Family Trust, a ten percent owner of the Issuer and of which Mr. Tangney is trustee. Mr. Tangney disclaims beneficial ownership over the shares held by the Tangney Schweikert Family Trust, except to the extent, if any, of his pecuniary interest therein, and nothing in this report shall be deemed an admission that Mr. Tangney has beneficial ownership over any such shares for Section 16 purposes or otherwise.
7. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $76.4700 to $77.3600 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
8. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $77.6800 to $78.6000 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
9. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $78.7500 to $78.9650 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
10. Represents a bona fide gift of shares of Class A Common Stock to a charitable donor advised fund.
11. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $74.1300 to $75.1200 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
12. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $75.1300 to $75.6300 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
13. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $74.8000 to $75.7900 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
14. The price represents the weighted-average price of the shares sold in multiple transactions ranging from $75.8000 to $75.8700 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
15. The stock option vested subject to a time-based and performance-based vesting schedule. The stock option vested in 12 equal monthly installments following the date that the Board determined Mr. Tangney met certain goals related to revenue, corporate governance, IPO readiness and member engagement; the Board determined such date to be March 31, 2021, subject to Mr. Tangney's continuous service relationship with the Issuer through each applicable vesting date. The stock option was granted on June 21, 2016.
16. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class.
17. The stock option vested subject to a time-based and performance-based vesting schedule. The stock option vested in 12 equal monthly installments after March 27, 2020 and became exercisable upon the date that the Issuer's Board of Directors (the "Board") determined that the company-wide performance goals established for calendar year 2019 were achieved. The stock option was granted on June 21, 2016.
18. The stock option vested in 48 equal monthly installments after March 11, 2018, subject to Mr. Tangney's continuous service relationship with the Issuer through each applicable vesting date. The stock option was granted on March 29, 2018.
19. These shares are owned directly by Tangney Annuity Trust, LLC, a ten percent owner of the Issuer and over which Mr. Tangney's spouse, Claudia Schweikert, has sole voting and dispositive power. Mr. Tangney disclaims beneficial ownership over the shares held by Tangney Annuity Trust, LLC, except to the extent, if any, of his pecuniary interest therein, and nothing in this report shall be deemed an admission that Mr. Tangney has beneficial ownership over any such shares for Section 16 purposes or otherwise.
Remarks:
/s/ Jennifer Chaloemtiarana, Attorney-in-Fact for Jeffrey Tangney 02/13/2025
/s/ Jennifer Chaloemtiarana, Attorney-in-Fact for Tangney Schweikert Family Trust 02/13/2025
/s/ Jennifer Chaloemtiarana, Attorney-in-Fact for Tangney Annuity Trust, LLC 02/13/2025
** 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 Number.

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