Form 4: Zeta Global CFO Christopher Greiner Acquires Shares Through Performance-Based Stock Units

Christopher E. Greiner, CFO of Zeta Global Holdings Corp., acquired shares of Class A Common Stock and Performance-Based Restricted Stock Units (PSUs) based on the achievement of performance conditions.

Summary

• Christopher E. Greiner, the Chief Financial Officer of Zeta Global Holdings Corp., reported changes in beneficial ownership of the company's securities.
• On October 9, 2024, Greiner acquired 870,873 shares of Class A Common Stock at $0 per share.
• These shares were acquired through the vesting of Performance-Based Restricted Stock Units (PSUs) granted on August 18, 2021, February 23, 2022, and April 21, 2023.
• The performance conditions for the 2021 PSUs were met at the maximum level, and the 2022 and 2023 PSUs exceeded the target level.
• The acquired securities vest in three equal annual installments beginning on October 9, 2024.
• Greiner's total direct ownership of Class A Common Stock following the transaction is 2,322,035 shares.
• Additional PSUs may be earned based on the volume-weighted average closing price per share of Zeta Global's Class A Common Stock during specific fiscal quarters ending in 2026 and 2027.
• Any unearned PSUs will expire on January 1 of the fifth year following the grant date.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive as the vesting of PSUs suggests that performance targets were met, indicating positive company performance. The CFO's increased ownership stake could also be seen as a sign of confidence.

Positives

• The vesting of PSUs indicates that performance targets were met or exceeded, suggesting positive performance for Zeta Global.
• The CFO's increased ownership stake could be interpreted as a sign of confidence in the company's future prospects.

Future Outlook

Additional PSUs may be earned based on the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter ending with, and including, the fourth fiscal quarter of (i) 2026, with respect to the 2022 PSUs, and (ii) 2027, with respect to the 2023 PSUs.

Industry Context

This filing is a routine disclosure of insider transactions, which are common in publicly traded companies. The vesting of PSUs is tied to the company's performance, aligning management's interests with those of shareholders.

Comparison to Industry Standards

• Performance-based equity compensation is a common practice among publicly traded companies to incentivize executives and align their interests with shareholder value.
• Companies like Salesforce, Adobe, and Oracle also utilize similar equity-based compensation plans for their executives.
• The specific metrics and vesting schedules vary depending on the company's industry, size, and strategic goals.

Stakeholder Impact

• Shareholders may view the vesting of PSUs as a positive sign, indicating that management is incentivized to improve company performance.
• Employees may be motivated by the company's achievement of performance targets.

Key Dates