Andrew J. Herning - May 19, 2021 Form 4 Insider Report for BTRS Holdings Inc. (BTRS)

Role: Senior Vice President, Finance
Signature: /s/ Keith Omsberg, Attorney-in-Fact
Stock symbol: BTRS
Transactions as of: May 19, 2021
Transactions value $: -$5,121
Form type: 4
Date filed: 5/19/2021, 06:00 PM
Next filing: May 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BTRS	Class 1 Common Stock	Sale	-$5.12K	-417	-1.02%	$12.28	40.4K	May 19, 2021	Direct	F1

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

Explanation of Responses:

Id	Content
F1	Represents the number of shares sold by the Reporting Person to satisfy the Reporting Person's tax withholding obligations in connection with the settlement of vested restricted stock units ("RSUs") received pursuant to Section 3.07 (the "Earnout Rights") of that certain Business Combination Agreement, dated as of October 18, 2020 and as amended, by and among the Issuer and certain other parties thereto. Each RSU represents a contingent right to receive one share of class 1 common stock of the Issuer. The number of RSUs issuable pursuant to the Earnout Rights was determined, and the Reporting Person's right to receive such RSUs subject to the Earnout Rights became fixed and irrevocable on February 10, 2021, the date on which the Issuer's closing share price equaled or exceeded $12.50 and $15.00 for 20 trading days within a consecutive 30-trading day period.

Content

Represents the number of shares sold by the Reporting Person to satisfy the Reporting Person's tax withholding obligations in connection with the settlement of vested restricted stock units ("RSUs") received pursuant to Section 3.07 (the "Earnout Rights") of that certain Business Combination Agreement, dated as of October 18, 2020 and as amended, by and among the Issuer and certain other parties thereto. Each RSU represents a contingent right to receive one share of class 1 common stock of the Issuer. The number of RSUs issuable pursuant to the Earnout Rights was determined, and the Reporting Person's right to receive such RSUs subject to the Earnout Rights became fixed and irrevocable on February 10, 2021, the date on which the Issuer's closing share price equaled or exceeded $12.50 and $15.00 for 20 trading days within a consecutive 30-trading day period.