| 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/20/2021 | 3. Issuer Name and Ticker or Trading Symbol DoubleVerify Holdings, Inc. [ DV ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 51,667 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Options (Rights to Buy) | (1) | 01/04/2028 | Common Stock | 750,216 | 2.01 | D | |
| Options (Rights to Buy) | (2) | 01/04/2028 | Common Stock | 801,883 | 2.01 | D | |
| Restricted Stock Units | 04/01/2022(3) | (3) | Common Stock | 100,776 | (4) | D | |
| Explanation of Responses: |
| 1. Represents non-qualified stock options granted on January 4, 2018, 25% of which vested on November 6, 2018 and the remainder of which have continued, and will continue, to vest at a rate of 6.25% per quarter thereafter, subject to Mr. Allais's continued employment. |
| 2. Represents non-qualified stock options granted on January 4, 2018 that vest upon the date that Providence VII U.S. Holdings L.P. receives cumulative cash proceeds in respect of its investment in DoubleVerify Holdings, Inc. (the "Company") equal to two times its aggregate cash investment in the Company, subject to Mr. Allais's continued employment. |
| 3. Represents time vesting restricted stock units granted on April 27, 2020 that vest on April 1, 2022, subject to Mr. Allais's continue employment. |
| 4. Restricted stock units convert into common stock on a one-for-one basis. |
| Remarks: |
| Exhibit List: Ex.24 - Power of Attorney |
| /s/ Andrew E. Grimmig, as Attorney-in-Fact for Nicola T. Allais | 04/20/2021 | |
| ** 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). | ||
| 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. | ||
