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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X
 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*
Distelburger Brian
(Last) (First) (Middle)
C/O YEXT, INC.
61 NINTH AVENUE
(Street)
NEW YORK NY 10011
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Yext, Inc. [ YEXT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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
Common Stock 06/12/2024 M 18,750 A (1) 3,148,814 D
Common Stock 06/12/2024 M 31,250 A (1) 3,180,064 D
Common Stock 06/12/2024 F(2) 13,089 D $5.03 3,166,975 D
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
Restricted Stock Unit (1) 06/12/2024 M 18,750 (3) (3) Common Stock 18,750 $0 0 D
Restricted Stock Unit (1) 06/12/2024 M 31,250 (4) (4) Common Stock 31,250 $0 0 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Yext, Inc.'s common stock.
2. Shares withheld to satisfy tax liability upon vesting of restricted stock units on June 12, 2024.
3. One-sixteenth of shares subject to award vested on December 20, 2020 and then quarterly thereafter on each of March 20, June 20, September 20 and December 20, in each case subject to the Reporting Person's continued service on each such date, until the award was to fully vest on September 20, 2024. Mr. Distelburger's term as a director of the Company had expired at the 2024 Annual Stockholder Meeting, and he did not stand for re-election. The Company has accelerated the vesting of his unvested RSUs as of immediately prior to the expiration of his term on June 12, 2024.
4. One-sixteenth of shares subject to award vested on September 20, 2021 and then quarterly thereafter on each of December 20, March 20, June 20 and September 20, in each case subject to the Reporting Person's continued service on each such date, until the award was to fully vest on June 20, 2025. Mr. Distelburger's term as a director of the Company had expired at the 2024 Annual Stockholder Meeting, and he did not stand for re-election. The Company has accelerated the vesting of his unvested RSUs as of immediately prior to the expiration of his term on June 12, 2024.
Remarks:
/s/ Ho Shin, Attorney-in-Fact 06/13/2024
** 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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