Andrew E. Grimmig - May 15, 2023 Form 4 Insider Report for DoubleVerify Holdings, Inc. (DV)

Role
Chief Legal Officer
Signature
/s/ Andrew E. Grimmig
Stock symbol
DV
Transactions as of
May 15, 2023
Transactions value $
-$888,994
Form type
4
Date filed
5/17/2023, 04:03 PM
Previous filing
Apr 17, 2023
Next filing
Jun 20, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DV Common Stock Options Exercise $258K +40K +71.47% $6.45* 96K May 15, 2023 Direct
transaction DV Common Stock Sale -$1.12M -40K -41.68% $28.00 56K May 15, 2023 Direct F1, F2
transaction DV Common Stock Options Exercise $0 +1.98K +3.54% $0.00 57.9K May 15, 2023 Direct F3
transaction DV Common Stock Tax liability -$27.2K -958 -1.65% $28.37 57K May 15, 2023 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DV Options (Rights to Buy) Options Exercise $0 -40K -11.07% $0.00 321K May 15, 2023 Common Stock 40K $6.45 Direct F5
transaction DV Restricted Stock Units Options Exercise $0 -1.98K -12.5% $0.00 13.9K May 15, 2023 Common Stock 1.98K Direct F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 22, 2022.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $27.78 to $28.29, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F3 Each restricted stock unit ("RSU") was granted on February 17, 2021 and represents a right to receive one share of common stock on a one-to-one basis. 25% of the RSUs vested and were settled on February 15, 2022, and the other remaining RSUs have continued, and will continue, to vest at a rate of 6.25% per quarter thereafter, subject to Mr. Grimmig's continued employment through the applicable vesting date.
F4 Represents shares withheld to satisfy tax obligations in connection with the vesting of 1,983 RSUs on May 15, 2023.
F5 Represents non-qualified stock options granted on April 27, 2020, 25% of which vested on March 30, 2021 and the remainder of which vest at a rate of 6.25% per quarter thereafter, subject to Mr. Grimmig's continued employment.
F6 RSUs convert into common stock on a one-for-one basis.