Form 4: Olo Director Daniel Meyer Receives Equity Grant in Lieu of Cash Retainer

Olo Inc. Director Daniel Harris Meyer was granted 1,207 shares of Class A Common Stock as restricted stock units, vesting immediately, in lieu of his quarterly cash retainer payment.

Summary

• Daniel Harris Meyer, a Director of Olo Inc. (OLO), acquired 1,207 shares of Class A Common Stock on July 1, 2025.
• These shares were granted as restricted stock units (RSUs) under the Issuer's Non-Employee Director Compensation Policy.
• Each RSU represents a contingent right to receive one share of Class A Common Stock, and the shares underlying these RSUs vested immediately upon grant.
• The RSUs were granted at a price of $8.73 per share, in lieu of a $10,541 quarterly installment of the Reporting Person's annual cash retainer payment.
• Following this transaction, Daniel Harris Meyer directly beneficially owns 125,324 shares of Class A Common Stock.
• Additionally, he indirectly beneficially owns 6,000 shares through a child, 470,275 shares through The Daniel H. Meyer Investment Trust, and 348,270 shares through the DHM 2012 Gift Trust.
• The Reporting Person disclaims beneficial ownership of shares held by his child and disclaims beneficial ownership of shares held by the trusts except to the extent of his pecuniary interest therein.

Sentiment

Score: 6

Explanation: The document reports a standard, routine compensation event for a director, which is generally neutral but slightly positive as it aligns director interests with shareholders. There are no negative implications or significant positive surprises.

Positives

• The grant of restricted stock units aligns the director's interests with those of shareholders, as the compensation is tied to the company's equity performance.
• The immediate vesting of the RSUs provides the director with immediate ownership, simplifying the compensation structure.

Future Outlook

The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategy.

Industry Context

This transaction reflects a common practice in corporate governance where non-employee directors receive a portion of their compensation in equity, aligning their financial interests with the long-term performance of the company. This is a standard mechanism for director compensation across various industries, including technology and software companies like Olo Inc.

Comparison to Industry Standards

• Compensating non-employee directors with equity, such as restricted stock units, is a widely adopted practice among publicly traded companies, including those in the software and restaurant technology sectors.
• The immediate vesting of director RSUs is also common, providing immediate alignment and reducing administrative complexity compared to multi-year vesting schedules often seen for employee equity grants.
• The specific value of the RSU grant ($10,541 worth of shares) is consistent with typical quarterly retainer components for directors at companies of similar market capitalization to Olo Inc., though exact figures vary by company and industry.

Related Party Transactions

• The grant of restricted stock units to Daniel Harris Meyer, a director of Olo Inc., constitutes a transaction between the company and a related party (a member of its board of directors) as part of his compensation.

Stakeholder Impact

• Shareholders: The issuance of 1,207 shares represents a minor dilution, but the equity compensation aligns the director's interests with shareholder value creation.
• Management: This transaction is part of the established compensation framework for non-employee directors, reflecting standard corporate governance practices.

Key Dates

Keywords

Olo Inc., OLO, Daniel Harris Meyer, Director Compensation, Restricted Stock Units, RSUs, Equity Grant, SEC Form 4, Insider Transaction, Beneficial Ownership