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Insider Trading Arrangements
3 Months Ended
Dec. 31, 2023
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Rule 10b5-1 Plan Trading Arrangements

During the three months ended December 31, 2023, each of the following officers adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and our policies on insider trading:

 

 

 

 

Name & Title

 

 

 

 

Date Adopted

Aggregate Number/Dollar Value of Shares of Class A Common Stock to be Purchased or Sold Pursuant to Trading Arrangement

 

 

 

 

Expiration Date(1)

Andrea Eldridge,
Chief People Officer

November 15, 2023

37,716 shares to be sold

November 29, 2024

Matthew Quinn,
Chief Technology Officer

December 5, 2023

$45,000 in shares to be sold

December 31, 2024

Dafna Sarnoff,
Chief Marketing Officer

December 15, 2023

73,817 shares to be sold(2)

March 31, 2025

Samuel Zales,
President and Chief Operating Officer

November 22, 2023

421,220 shares to be sold(2)(3)

January 31, 2025

Javier Zamora,

General Counsel and Corporate Secretary

November 10, 2023

25,778 shares to be sold(2)

March 1, 2024

______________________

(1) The Rule 10b5-1 trading arrangement permits transactions through and including the earlier to occur of (a) the completion of all sales or (b) the date listed in the table. The arrangement also provides for automatic expiration in the event of liquidation, dissolution, bankruptcy, insolvency, or death of the adopting person.

(2) The Rule 10b5-1 trading arrangement includes the sale of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes. The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to such officer’s Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of the future vesting events. For purposes of this disclosure, we have reported the gross number of shares to be received upon the future vesting of such equity awards, before subtracting any shares to be withheld by us to satisfy applicable taxes in connection with such future vesting events.

(3) The Rule 10b5-1 trading arrangement is intended to permit Mr. Zales to exercise and sell expiring stock options, subject to certain price limits.

Other than those disclosed above, none of our directors or officers adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” in each case as defined in Item 408 of Regulation S-K.

Andrea Eldrige  
Trading Arrangements, by Individual  
Name Andrea Eldridge
Title Chief People Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date November 15, 2023
Arrangement Duration 381 days
Aggregate Available 37,716
Trd Arr Expiration Date November 29, 2024
Matthew Quinn  
Trading Arrangements, by Individual  
Name Matthew Quinn
Title Chief Technology Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 5, 2023
Arrangement Duration 393 days
Aggregate Available 45,000
Trd Arr Expiration Date December 31, 2024
Dafna Sarnoff  
Trading Arrangements, by Individual  
Name Dafna Sarnoff
Title Chief Marketing Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 15, 2023
Arrangement Duration 473 days
Aggregate Available 73,817
Trd Arr Expiration Date March 31, 2025
Samuel Zales  
Trading Arrangements, by Individual  
Name Samuel Zales
Title President and Chief Operating Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date November 22, 2023
Arrangement Duration 437 days
Aggregate Available 421,220
Trd Arr Expiration Date January 31, 2025
Javier Zamora  
Trading Arrangements, by Individual  
Name Javier Zamora
Title General Counsel and Corporate Secretary
Rule 10b5-1 Arrangement Adopted true
Adoption Date November 10, 2023
Arrangement Duration 113 days
Aggregate Available 25,778
Trd Arr Expiration Date March 1, 2024
Other Directors and Officers  
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Rule 10b 51 Arr Modified Flag false
Non Rule 10b 51 Arr Modified Flag false