Timothy Claman Form 4 AVID TECHNOLOGY / TIMOTHY CLAMAN 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^*

CLAMAN TIMOTHY

(Last) (First) (Middle)

75 BLUE SKY DRIVE

(Street)

BURLINGTON MA 01803

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AVID TECHNOLOGY, INC. [ AVID ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & GM Video & Media

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2023

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	03/15/2023		F		339(1)	D	$28.67	87,361	D
Common Stock	03/15/2023		M		3,065(2)	A	$28.67	90,426	D
Common Stock	03/15/2023		A		1,533(3)	A	$0	91,959	D
Common Stock	03/15/2023		F		2,031(4)	D	$28.67	89,928	D
Common Stock	03/16/2023		F		1,538(5)	D	$29.29	88,390	D
Common Stock	03/15/2023		M		3,472(6)	A	$28.67	91,862	D
Common Stock	03/15/2023		F		1,539(7)	D	$28.67	90,323	D
Common Stock	03/15/2023		A		11,335(8)	A	$0	101,658	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
Performance Rights (Restricted Stock Units)	$28.67	03/15/2023		M			3,065(2)	03/15/2023	03/15/2024	Common Stock	3,065	$0	3,065	D
Performance Rights (Restricted Stock Units)	$28.67	03/15/2023		M			3,472(6)	03/15/2023	03/15/2025	Common Stock	3,472	$0	6,944	D
Performance Rights (Restricted Stock Units)	(9)	03/15/2023		A		11,335		(9)	03/15/2026	Common Stock	11,335	$0	11,335	D

Explanation of Responses:

1. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of 8.33% of the restricted stock units awarded on March 15, 2021. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date.

2. Represents the number of shares issued as a result of the vesting of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2021 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date.

3. Represents the number of additional shares issued as a result of the vesting at 150% of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2021 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date.

4. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of the performance-based restricted stock units awarded on March 15, 2021. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date.

5. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 16, 2023 of 33.32% of the restricted stock units awarded on March 16, 2022. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date.

6. Represents the number of shares issued as a result of the vesting of performance-based restricted stock units awarded on March 16, 2022 based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2022 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date.

7. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of the performance-based restricted stock units awarded on March 16, 2022. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date.

8. Represents an award of restricted stock units that will vest on a time-based vesting schedule as follows: 33.33% on the first anniversary of the grant date of March 15, 2023, and the remaining 66.66% in equal 8.33% installments every 3 months thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date.

9. Represents an award of restricted stock units which vest on a performance-based schedule based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index in 2024, 2025 and 2026. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date.

Remarks:

	/s/ Jacob Adams as Attorney-in-Fact for Timothy Claman	03/17/2023
	** Signature of Reporting Person	Date
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