Statement of Changes in Beneficial Ownership (4)
25 May 2022 - 6:23AM
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
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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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Fese Laura |
2. Issuer Name and Ticker or Trading Symbol
E2open Parent Holdings, Inc.
[
ETWO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) General Counsel and Secretary |
(Last)
(First)
(Middle)
9600 GREAT HILLS TRAIL #300E |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/21/2022 |
(Street)
AUSTIN, TX 78759
(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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Class A Common Stock | 5/21/2022 | | M | | 12329 | A | (1) | 118351 | D | |
Class A Common Stock | 5/23/2022 | | F | | 5770 | D | $8.12 | 112581 | D | |
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) | 5/21/2022 | | M | | | 12329 | (1) | (1) | Class A Common Stock | 12329 | (1) | 36991 | D | |
Restricted Stock Units | (2) | 5/21/2022 | | A | | 46471 | | (2) | (2) | Class A Common Stock | 46471 | $0.00 | 46471 | D | |
Explanation of Responses: |
(1) | Each restricted stock units represented a contingent right to receive a share of ETWO common stock upon achieving a fiscal year 2022 organic revenue growth metric. On April 25, 2022, the Compensation Committee determined that 144.7% of the original target had been achieved resulting in the issuance of an above-target number of restricted stock units. On May 21, 2022, the first quarter of the RSUs vested. The remaining 3/4s of the RSUs will vest on May 21, 2023, 2024 and 2025 subject to continued employment with E2open. |
(2) | Represents an annual award of restricted stock units ("RSUs") to the senior leaders (the "Annual Award") of E2open Parent Holdings, Inc. (the "Issuer"). The Annual Award shall vest ratably on May 21st of each of 2023, 2024 and 2025, so long as the Reporting Owner continues to provide services to the Issuer through such date. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person following vesting. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Fese Laura 9600 GREAT HILLS TRAIL #300E AUSTIN, TX 78759 |
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| General Counsel and Secretary |
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Signatures
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/s/ Jennifer S. Grafton by Power of Attorney | | 5/24/2022 |
**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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