Huffmyer Timothy C. Form 3 Urgent.ly / Timothy C. Huffmyer ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Huffmyer Timothy C.

(Last) (First) (Middle)

C/O URGENT.LY INC.

8609 WESTWOOD CENTER DRIVE, SUITE 810

(Street)

VIENNA VA 22182

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/18/2023

3. Issuer Name and Ticker or Trading Symbol
Urgent.ly Inc. [ ULY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(1)	07/14/2031	Common Stock	1,111	124.2	D
Employee Stock Option (right to buy)	(2)	09/22/2031	Common Stock	3,888	124.2	D

Explanation of Responses:

1. Shares subject to the option are fully vested and immediately exercisable.

2. One-fourth of the shares subject to the option vested on September 7, 2022 and the remaining shares vest in 36 equal monthly installments beginning on October 7, 2022.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Timothy C. Huffmyer	10/18/2023
	** 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 5 (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).
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