CCC Intelligent Solutions (CCCS) Form 3 CCC Intelligent Solutions / Marc Fredman 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^*

Fredman Marc

(Last) (First) (Middle)

C/O CCC INTELLIGENT SOLUTIONS HOLDINGS

222 MERCHANDISE MART PLAZA, SUITE 900

(Street)

CHICAGO IL 60654

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/30/2021

3. Issuer Name and Ticker or Trading Symbol
CCC Intelligent Solutions Holdings Inc. [ CCCS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

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)
Common Stock	374,605(1)	D

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
Stock Option (right to buy)	(2)(3)	07/10/2027	Common Stock	510,826	2.5	D
Stock Option (right to buy)	(2)(4)	07/10/2027	Common Stock	510,826	2.5	D
Stock Option (right to buy)	(2)(5)	01/13/2031	Common Stock	425,688	8.58	D
Earn-out Shares	(6)	07/31/2031	Common Stock	(6)	0.00	D

Explanation of Responses:

1. The Reporting Person acquired the reported securities on July 30, 2021, in respect of common stock of Cypress Holdings, Inc., which CCC Intelligent Solutions Holdings Inc. (the "Issuer") acquired by merger on July 30, 2021 (the "Merger").

2. In connection with the Merger and pursuant to the business combination agreement, the reporting person received stock options of the Issuer ("Options") on July 30, 2021 in respect of stock options of Cypress Holdings, Inc. ("Cypress Options") which were (i) scheduled to service vest 20% annually on the each of the first through the fifth anniversaries of the vesting commencement date (the "Service Vesting Schedule") or (ii) subject to performance vesting, provided that all performance vesting conditions were deemed fully satisfied in connection with the Merger.

3. The Options were granted subject to the Service Vesting Schedule based on a vesting commencement date of April 27, 2017 that applied with respect to the applicable Cypress Options.

4. The Options were fully vested upon grant.

5. The Options were granted subject to the Service Vesting Schedule based on a vesting commencement date of April 1, 2020 that applied with respect to the applicable Cypress Options.

6. Pursuant to the business combination agreement, the Reporting Person will receive, subject to satisfaction of specified service vesting requirements, shares of Common Stock of the Issuer at the earlier to occur of (a) the first date on which the last reported closing price of the Issuer's shares has been greater than or equal to $15.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any twenty (20) day trading days within any thirty (30) consecutive trading day period commencing after July 30, 2021 or (b) a change of control of the Issuer, in each case if such event occurs within ten (10) years after July 30, 2021.

Remarks:

Senior Vice President, Chief Strategy Officer Exhibit 24 - Power of Attorney

	/s/ Kevin Kane as Attorney-in-Fact for Marc Fredman	08/09/2021
	** 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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