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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol AvidXchange Holdings, Inc. [ AVDX ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 03/16/2022 | ||||||||||||||||||||||||||
4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Employee Stock Option (right to buy) | $8.04 | 03/16/2022 | A | 116,504 | (1) | 03/16/2032 | Common Stock | 116,504 | $0.00 | 116,504 | D | ||||
Employee Stock Option (right to buy) | $0.27 | 10/09/2017 | 10/09/2024 | Common Stock | 80,772 | 80,772 | D | ||||||||
Employee Stock Option (right to buy) | $0.97 | 04/23/2018 | 04/23/2025 | Common Stock | 47,664 | 47,664 | D | ||||||||
Employee Stock Option (right to buy) | $2.04 | 03/25/2019 | 06/01/2026 | Common Stock | 19,604 | 19,604 | D | ||||||||
Employee Stock Option (right to buy) | $3.18 | 03/29/2020 | 03/29/2027 | Common Stock | 10,000 | 10,000 | D | ||||||||
Employee Stock Option (right to buy) | $3.22 | (2) | 03/05/2028 | Common Stock | 27,648 | 27,648 | D | ||||||||
Employee Stock Option (right to buy) | $3.79 | (3) | 03/20/2029 | Common Stock | 29,260 | 29,260 | D | ||||||||
Employee Stock Option (right to buy) | $10.42 | (4) | 10/01/2030 | Common Stock | 53,588 | 53,588 | D | ||||||||
Employee Stock Option (right to buy) | $12.11 | (5) | 02/19/2031 | Common Stock | 100,960 | 100,960 | D | ||||||||
Restricted Stock Units | (6) | 03/16/2022 | A | 104,477 | (7) | (7) | Common Stock | 104,477 | $0.00 | 104,477 | D | ||||
Restricted Stock Units | (6) | (8) | (8) | Common Stock | 10,200 | 10,200 | D | ||||||||
Restricted Stock Units | (6) | (9) | (9) | Common Stock | 32,136 | 32,136 | D | ||||||||
Restricted Stock Units | (6) | (10) | (10) | Common Stock | 40 | 40 | D |
Explanation of Responses: |
1. The option vests 25% on the first anniversary of the vesting commencement date and quarterly thereafter over 12 quarters. The vesting commencement date was February 15, 2022. |
2. The option vests 25% on the first anniversary of the grant date and monthly thereafter over 36 months. The grant date was March 5, 2018. |
3. The option vests 25% on the first anniversary of the grant date and monthly thereafter over 36 months. The grant date was March 20, 2019. |
4. The option vests 25% on the first anniversary of the vesting commencement date and quarterly thereafter over 12 quarters. The vesting commencement date was February 15, 2020. |
5. The option vests 25% on the first anniversary of the vesting commencement date and quarterly thereafter over 12 quarters. The vesting commencement date was February 15, 2021. |
6. Upon vesting, restricted stock units convert into common stock on a one-for-one-basis. |
7. The restricted stock unit vests 25% on the first anniversary of the vesting commencement date and quarterly thereafter over 12 quarters. The vesting commencement date was February 15, 2022. |
8. On October 1, 2020, the reporting person was granted 20,400 restricted stock units, vesting 25% on the first anniversary of the vesting commencement date and quarterly thereafter. The vesting commencement date was February 15, 2020. |
9. On February 19, 2021, the reporting person was granted 42,848 restricted stock units, vesting 25% on the first anniversary of the vesting commencement date and quarterly thereafter. The vesting commencement date was February 15, 2021. |
10. The restricted stock units will vest on November 15, 2022. |
Remarks: |
Chief People Officer, Senior Vice President |
/s/ Ryan Stahl, Attorney-in-Fact for Todd A. Cunningham | 03/28/2022 | |
** 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). | ||
** 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. |