Form 4: Zeta Global Holdings Corp. President & COO Steven Gerber Reports Changes in Beneficial Ownership

Steven Gerber, President & COO of Zeta Global Holdings Corp., reports transactions involving Class A Common Stock and performance-based restricted stock units, including vesting and transfers to a revocable trust.

Summary

• On April 5, 2024, Steven Gerber, President & COO of Zeta Global Holdings Corp., reported changes in his beneficial ownership of the company's securities.
• These changes include the vesting of 5,200 performance-based restricted stock units (PSUs) into Class A Common Stock, and the withholding of 804 shares for tax obligations at a price of $12.23.
• Mr. Gerber also reported a transfer of 615,000 PSUs to the Evergreen Revocable Trust.
• Following these transactions, Mr. Gerber directly owns 0 shares and indirectly owns 2,188,177 shares of Class A Common Stock through the Evergreen Revocable Trust.
• He also directly owns 615,000 PSUs and indirectly owns 137,800 PSUs through the Evergreen Revocable Trust.

Sentiment

Score: 6

Explanation: The document primarily reports routine transactions related to executive compensation. The vesting of PSUs suggests that performance targets are being met, which is mildly positive. However, the document itself is neutral in tone.

Positives

• The vesting of PSUs indicates that performance conditions were partially met, suggesting positive performance for the company.

Future Outlook

The remaining PSUs will 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 2025 and 2028.

Industry Context

Form 4 filings are a standard part of regulatory compliance for corporate insiders and provide transparency into their transactions in company stock. This filing indicates activity related to equity compensation and personal financial management by a key executive.

Comparison to Industry Standards

• Equity compensation practices, including the use of performance-based restricted stock units (PSUs), are common among publicly traded companies to align management's interests with those of shareholders.
• The vesting schedules and performance metrics associated with these PSUs are typically designed to incentivize long-term value creation.
• Comparable companies such as Trade Desk, PubMatic, and Criteo also utilize equity compensation as part of their overall compensation strategy.

Stakeholder Impact

• The vesting of PSUs and subsequent stock ownership changes may have a minor impact on shareholders due to the potential dilution effect.
• The transactions do not appear to have a significant impact on employees, customers, suppliers, or creditors.

Key Dates