Form 4: Domo Director Jeff Kearl Receives Significant Restricted Stock Unit Grant

Domo, Inc. Director Jeff Kearl has reported the acquisition of 13,461 Class B Common Stock shares through restricted stock units as part of his compensation.

Summary

• Domo, Inc. Director Jeff Kearl acquired 13,461 shares of Class B Common Stock on June 24, 2025.
• These shares were granted as Restricted Stock Units (RSUs) at a price of $0 per share.
• Each RSU represents the right to receive one share of Class B Common Stock, subject to the company's applicable vesting schedule for outside directors.
• Unvested RSUs will be canceled if Mr. Kearl ceases to be a service provider to the Issuer.
• Following this transaction, Mr. Kearl directly beneficially owns 80,597 shares of Class B Common Stock.
• Additionally, 2,348 shares are indirectly held by Pura Vida Investment Capital LLC, where Mr. Kearl is the manager, though he disclaims beneficial ownership except for his pecuniary interest.

Sentiment

Score: 6

Explanation: The filing reports a routine grant of restricted stock units to a director, which is a positive for aligning interests but does not indicate significant new positive or negative developments for the company's operations or financial health.

Positives

• The acquisition of 13,461 Class B Common Stock shares via Restricted Stock Units (RSUs) aligns the director's interests with those of shareholders.
• The grant of RSUs at a $0 price indicates compensation for service, which is a common practice for outside directors.

Risks

• The acquired Restricted Stock Units (RSUs) are subject to a vesting schedule, meaning the shares are not immediately owned and can be canceled if the reporting person ceases to be a service provider.

Future Outlook

The future receipt of the 13,461 Class B Common Stock shares is contingent upon the vesting schedule outlined in Domo's outside director compensation policy and Mr. Kearl's continued service as a director.

Management Comments

• The shares are represented by restricted stock units (each, an 'RSU'). Each RSU represents the Reporting Person's right to receive one share of Class B Common Stock of the Issuer, subject to the applicable vesting schedule set forth in the Issuer's outside director compensation policy.
• In the event the Reporting Person ceases to be a service provider, the unvested RSUs will be canceled by the Issuer.
• The Reporting Person is the manager of the LLC and has voting and dispositive power. The Reporting Person disclaims beneficial ownership of the shares held by the LLC except, with respect to his pecuniary interest therein.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the grant of restricted stock units to an outside director. Such compensation structures are common across various industries for aligning director incentives with long-term company performance and shareholder value.

Comparison to Industry Standards

• Not applicable. This document reports a standard insider transaction (RSU grant) which is a common form of director compensation across publicly traded companies. No specific comparable companies or projects are mentioned or implied for performance comparison.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership of 2,348 shares held by Pura Vida Investment Capital LLC, where the reporting person, Jeff Kearl, is the manager. Mr. Kearl disclaims beneficial ownership of these shares except for his pecuniary interest.

Stakeholder Impact

• Shareholders: The grant of RSUs to a director aligns the director's financial interests with the long-term performance of the company, potentially benefiting shareholders.

Next Steps

• Vesting of the 13,461 Restricted Stock Units (RSUs) according to Domo's outside director compensation policy.

Key Dates

Keywords

Domo, DOMO, SEC Form 4, insider transaction, restricted stock units, RSU, director compensation, stock grant, beneficial ownership, Jeff Kearl