Patrick E Kelliher Form 4 Vivint Smart Home / Patrick E Kelliher ownership change

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).

1. Name and Address of Reporting Person^*

Kelliher Patrick E

(Last) (First) (Middle)

C/O VIVINT SMART HOME, INC.

4931 NORTH 300 WEST

(Street)

PROVO UT 84604

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vivint Smart Home, Inc. [ VVNT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2022

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
Class A Common Stock	03/01/2022		M(1)		30,732	A	(6)	167,919	D
Class A Common Stock	03/01/2022		M(2)		28,536	A	(6)	196,455	D
Class A Common Stock	03/01/2022		M(3)		4,315	A	(6)	200,770	D
Class A Common Stock	03/01/2022		A(4)		4,315	A	(6)	205,085	D
Class A Common Stock	03/01/2022		F(5)		19,897	D	$7.52	185,188	D
Class A Common Stock								17,831	I	See Footnote(8)

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 Units	(6)	03/01/2022		M(1)			30,732	(1)	(1)	Class A Common Stock	30,732	$0.00	0	D
Restricted Stock Units	(6)	03/01/2022		M(2)			28,536	(2)	(2)	Class A Common Stock	28,536	$0.00	57,073	D
Restricted Stock Units	(6)	03/01/2022		M(3)			4,315	(3)	(3)	Class A Common Stock	4,315	$0.00	12,945	D
Restricted Stock Units	(6)	03/01/2022		A(4)		12,945		(7)	(7)	Class A Common Stock	12,945	$0.00	12,945	D

Explanation of Responses:

1. Reflects performance-based restricted stock units previously granted to the Reporting Person, the performance of which was certified on March 1, 2021. Of the performance-based restricted stock units deemed acquired on March 1, 2021, 50% vested immediately and the remaining 50% vested on March 1, 2022.

2. Reflects restricted stock units that upon the vesting and then settlement converted into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. Reflects an initial grant of 114,146 restricted stock units that vest in four equal annual installments beginning on January 17, 2021.

3. Reflects a grant of restricted stock units that vest in four equal annual installments beginning on March 1, 2022.

4. Reflects performance-based restricted stock units previously granted to the Reporting Person, the performance of which was certified on March 1, 2022.

5. Reflects shares of Class A Common Stock withheld to cover the Reporting Person's tax liability in connection with the vesting and settlement of the restricted stock units and performance-based restricted stock units described herein.

6. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. The restricted stock units will be settled in either Class A Common Stock or cash.

7. Reflects performance-based restricted stock units previously granted to the Reporting Person, the performance of which was certified on March 1, 2022. Of the performance-based restricted stock units deemed acquired on March 1, 2022, 25% vested immediately and the remaining 75% vest in three equal annual installments beginning on March 1, 2023. Therefore, upon certification of the award, the Reporting Person received 4,315 shares of Class A Common Stock and 12,945 restricted stock units that vest in three equal annual installments beginning on March 1, 2023.

8. Reflects securities held by a trust for the benefit of the Reporting Person's family.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Dale R. Gerard, as Attorney-in-Fact	03/03/2022
	** 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).
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