Form 4: Zeta Global Holdings CEO David Steinberg Reports Stock Transactions

David Steinberg, CEO of Zeta Global Holdings, reports the vesting of performance-based restricted stock units and related transactions.

Summary

• David Steinberg, CEO of Zeta Global Holdings, filed a Form 4 detailing changes in beneficial ownership.
• The earliest transaction date reported is February 12, 2025.
• Steinberg acquired 2,554,739 Class A Common Stock shares through the vesting of performance-based restricted stock units (PSUs).
• Following the reported transactions, Steinberg beneficially owns 5,079,500 shares indirectly through ACI Investment Partners, LLC, and 52,812 shares indirectly through his spouse.
• He also directly owns 66,075 shares of Class A Common Stock.
• The PSUs were granted on April 3, 2024, and are earned based on the volume-weighted average closing price of Zeta Global's Class A Common Stock.
• The performance conditions for the PSUs were exceeded, resulting in the vesting of 1,343,850 shares.
• 33.33% of the earned securities vested on February 12, 2025, with the remainder vesting in equal installments every three months thereafter, contingent on continued service.
• Any unearned portion of the PSUs will expire on January 1, 2029.

Sentiment

Score: 7

Explanation: The document indicates positive performance as the vesting of PSUs was triggered by exceeding performance targets. This suggests a positive outlook for the company, but it's primarily an informational filing.

Positives

• The vesting of PSUs indicates that performance targets were exceeded, suggesting positive performance for Zeta Global Holdings.

Future Outlook

33.33% of the earned securities vested on February 12, 2025, with the remainder vesting in equal installments every three months thereafter, subject to the reporting person's continued service with the Company through each applicable vesting date.

Management Comments

• Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any.

Industry Context

Executive compensation through stock options and restricted stock units is a common practice in the tech industry to align management's interests with those of shareholders.

Comparison to Industry Standards

• The use of performance-based restricted stock units (PSUs) is a common compensation strategy among publicly traded companies, particularly in the technology sector, to incentivize executives to achieve specific performance goals.
• Companies like Salesforce, Adobe, and Oracle also utilize similar equity-based compensation plans for their executives.
• The vesting schedules and performance metrics associated with these PSUs often vary depending on the company's specific goals and industry benchmarks.

Stakeholder Impact

• The vesting of PSUs can be viewed positively by shareholders as it indicates that the CEO is incentivized to improve company performance and increase shareholder value.

Key Dates