Stephen C. Fireng - Apr 24, 2024 Form 3 Insider Report for Keypath Education International, Inc. (NONE)

Role
Director & Global CEO, Director
Signature
/s/ Eric Israel, attorney-in-fact
Stock symbol
NONE
Transactions as of
Apr 24, 2024
Transactions value $
$0
Form type
3
Date filed
4/24/2024, 09:40 PM
Next filing
Sep 12, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NONE Common Stock 9.52M Apr 24, 2024 Direct F1, F2

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
holding NONE Stock Option (Right to Buy) Apr 24, 2024 Common Stock 1.42M $2.87 Direct F3
holding NONE Restricted Stock Units Apr 24, 2024 Common Stock 1.35M Direct F4, F5
holding NONE Restricted Stock Units Apr 24, 2024 Common Stock 451K Direct F4, F5, F6
holding NONE Restricted Stock Units Apr 24, 2024 Common Stock 800K Direct F4, F5
holding NONE Restricted Stock Units Apr 24, 2024 Common Stock 1.5M Direct F4, F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of shares of common stock, par value $0.01 per share ("Common Stock"), of Keypath Education International, Inc. (the "Issuer") underlying issued and outstanding CHESS Depositary Interests ("CDIs") that are listed by the Issuer for trading on the Australian Securities Exchange (the "ASX"). CDIs are convertible at the option of the holder thereof into shares of Common Stock on a 1-for-1 basis.
F2 Includes 2,340,605 CDIs of the Issuer subject to voluntary escrow and will be released from escrow upon the announcement of the Company's results for the year ending June 30, 2024.
F3 The exercise price of AUD3.71 per share is reported in column 4 in U.S. Dollars using a foreign exchange rate of 1 U.S. Dollar to 1.29366 Australian Dollars on the grant date. Once exercisable, each stock option may be exercised to purchase CDIs pursuant to the terms and conditions set forth in the Stock Option Award Agreement, dated as of May 10, 2021, by and between the Issuer and the Reporting Person.
F4 Not applicable.
F5 The restricted stock units ("RSUs") were granted under the 2021 Equity Incentive Plan of the Issuer. Each RSU represents a contingent right to receive one CDI as of the vesting date.
F6 The Reporting Person was awarded 676,225 RSUs on November 30, 2022, of which 225,408 vested on September 1, 2023, 225,408 will vest on September 1, 2024, and 225,409 will vest on September 1, 2025.
F7 The Reporting Person was awarded 1,500,000 RSUs on November 30, 2023, which will vest in three equal annual installments beginning on September 1, 2024.

Remarks:

Exhibit 24.1 - Power of Attorney