Form 4: Zeta Global CFO Christopher Greiner Reports Stock Transactions Following PSU Vesting

Christopher Greiner, CFO of Zeta Global Holdings Corp., reports the vesting of performance-based restricted stock units (PSUs) and subsequent stock transactions.

Summary

• On July 3, 2024, Christopher Greiner, the CFO of Zeta Global Holdings Corp., reported transactions related to the vesting of performance-based restricted stock units (PSUs).
• The PSUs, granted in 2021, 2022, and 2023, are earned based on the volume-weighted average closing price of Zeta Global's Class A Common Stock during the final 20 trading days of each fiscal quarter.
• The performance conditions for the 2021 PSUs exceeded the target level, while the 2022 and 2023 PSUs were partially met.
• As a result, 404,891 shares were acquired upon vesting of the PSUs.
• 53,109 shares were withheld to satisfy tax obligations at a price of $17.4 per share.
• Following these transactions, Greiner directly owns 1,567,952 shares of Class A Common Stock.
• He also holds 129,250 and 58,730 Performance-Based Restricted Stock Units from the 2022 and 2023 grants respectively.
• The share balance includes stock purchased under an Employee Stock Purchase Plan (ESPP) not previously reported.

Sentiment

Score: 7

Explanation: The document indicates positive performance leading to PSU vesting, which is generally a positive signal. However, it's a routine filing, so the sentiment is moderately positive.

Positives

• The vesting of PSUs indicates that performance targets were met or exceeded, suggesting positive performance for Zeta Global.
• Greiner's continued holdings in Zeta Global stock align his interests with those of shareholders.

Negatives

• The withholding of shares for taxes reduced Greiner's overall holdings, although this is a standard procedure.

Risks

• Future PSU vesting is contingent on continued performance and meeting specific price targets.
• Unearned PSUs will expire on January 1 of the fifth year following the grant date.

Future Outlook

Additional PSUs may be earned based on the volume-weighted average closing price per share of Zeta Global's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter ending with the fourth fiscal quarter of 2025, 2026, and 2027 for the 2021, 2022, and 2023 PSUs, respectively.

Industry Context

Vesting of performance-based equity awards is a common practice to incentivize and retain key executives in publicly traded companies. The specific performance metrics tied to the PSUs reflect Zeta Global's strategic priorities.

Comparison to Industry Standards

• Performance-based equity compensation is a standard practice among publicly traded companies, particularly in the tech sector, to align executive compensation with company performance.
• Companies like Salesforce, Adobe, and Oracle also utilize performance-based equity awards as part of their executive compensation packages.
• The vesting schedules and performance metrics vary across companies, but the underlying principle of rewarding executives for achieving specific goals remains consistent.

Stakeholder Impact

• Shareholders may view the PSU vesting as a positive sign of company performance.
• Employees may be motivated by the potential for future PSU grants and vesting.

Next Steps

• Continued monitoring of Zeta Global's stock performance to determine future PSU vesting.
• Observation of the vesting of the second and third installments of the PSUs on the first and second anniversaries of the determination date.

Key Dates