Lars Letonoff - Aug 16, 2021 Form 4 Insider Report for KnowBe4, Inc. (KNBE)

Role: Co-President & Chief Revenue Officer
Signature: /s/ Kristen Wiggins, as Attorney-in-Fact
Stock symbol: KNBE
Transactions as of: Aug 16, 2021
Transactions value $: -$5,995,004
Form type: 4
Date filed: 8/18/2021, 05:17 PM
Previous filing: Aug 13, 2021
Next filing: Aug 25, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KNBE	Class A Common Stock	Conversion of derivative security	$0	+238K	+375.64%	$0.00	301K	Aug 16, 2021	Direct	F1
transaction	KNBE	Class A Common Stock	Sale	-$6M	-301K	-100%	$19.92	0	Aug 16, 2021	Direct	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
transaction	KNBE	Class B Common Stock	Conversion of derivative security	$0	-238K	-28.15%	$0.00	607K	Aug 16, 2021	Class A Common Stock	238K	$0.00	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of the Issuer's Class B Common Stock, par value $0.00001 per share (the "Class B Common Stock") is convertible at any time at the option of the holder into one share of the Issuer's Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"). Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer.
F2	Pursuant to an underwriting agreement and in connection with the registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated August 11, 2021, which offering was consummated on August 16, 2021, the Reporting Person sold 300,954 shares of Class A Common Stock at a price per share of $19.92 (after underwriting discounts and commissions). The Reporting Person was a selling stockholder in the registered public offering.

Content

Each share of the Issuer's Class B Common Stock, par value $0.00001 per share (the "Class B Common Stock") is convertible at any time at the option of the holder into one share of the Issuer's Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"). Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer.

Pursuant to an underwriting agreement and in connection with the registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated August 11, 2021, which offering was consummated on August 16, 2021, the Reporting Person sold 300,954 shares of Class A Common Stock at a price per share of $19.92 (after underwriting discounts and commissions). The Reporting Person was a selling stockholder in the registered public offering.

Remarks:

Co-President & Chief Revenue Officer