Statement of Changes in Beneficial Ownership (4)
March 18 2022 - 07:00PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * Gorman Jeremi |
2. Issuer Name and Ticker or Trading
Symbol Snap Inc [ SNAP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Business Officer |
(Last)
(First)
(Middle)
C/O SNAP INC., 3000 31ST STREET |
3. Date of Earliest Transaction (MM/DD/YYYY)
3/16/2022
|
(Street)
SANTA MONICA, CA 90405
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Class A Common Stock |
3/16/2022 |
|
S |
|
27684 (1) |
D |
$31.7001 (2) |
1513658 |
D |
|
Class A Common Stock |
3/16/2022 |
|
S |
|
5000 (1) |
D |
$32.124 (3) |
1508658 |
D |
|
Class A Common Stock |
3/17/2022 |
|
S |
|
6143 (4) |
D |
$31.2562 (5) |
1502515 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of
Responses: |
(1) |
Represents the sale of
shares to cover tax withholding obligations in connection with the
lapse of forfeiture restrictions of restricted stock awards granted
by the issuer to the reporting person. |
(2) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $31.0701 to $32.065 per share,
inclusive. The reporting person undertakes to provide to the
Issuer, any security holder of the Issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate price within
the range set forth in this footnote. |
(3) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $32.07 to $32.23 per share,
inclusive. The reporting person undertakes to provide to the
Issuer, any security holder of the Issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate price within
the range set forth in this footnote. |
(4) |
The sales reported were
effected pursuant to a Rule 10b5-1 trading plan adopted by the
reporting person. |
(5) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $31.175 to $31.315 per share,
inclusive. The reporting person undertakes to provide to the
Issuer, any security holder of the Issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate price within
the range set forth in this footnote. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Gorman Jeremi
C/O SNAP INC.
3000 31ST STREET
SANTA MONICA, CA 90405 |
|
|
Chief Business Officer |
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Signatures
|
/s/ Atul Porwal, Attorney-in-fact |
|
3/18/2022 |
**Signature of Reporting
Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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