11/12/2024 | Press release | Distributed by Public on 11/12/2024 16:58
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy)(5) | $2.5 | 11/07/2024 | M(1) | 9,348 | (5) | 07/10/2027 | Common Stock | 9,348 | $ 0 | 5,360,936 | D | ||||
Stock Option (Right to Buy)(5) | $2.5 | 11/11/2024 | M(1) | 8,805 | (5) | 07/10/2027 | Common Stock | 8,805 | $ 0 | 5,352,131 | D | ||||
Stock Option (Right to Buy)(5) | $2.5 | 11/12/2024 | M(1) | 99,895 | (5) | 07/10/2027 | Common Stock | 99,895 | $ 0 | 5,252,236 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RAMAMURTHY GITHESH C/O CCC INTELLIGENT SOLUTIONS HOLDINGS 167 N. GREEN STREET, 9TH FLOOR CHICAGO, IL 60607 |
X | See Remarks |
/s/ Kevin Kane as Attorney-in-Fact for Githesh Ramamurthy | 11/12/2024 |
**Signature of Reporting Person | Date |
* | 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). |
(1) | This transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 20, 2023. |
(2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.5000 to $11.5100. 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 provided. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.5000 to $11.5150. 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 provided. |
(4) | The reported securities are indirectly held by the reporting person through Higginson Enterprises, LLC, provided that the reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
(5) | In connection with the acquisition of Cypress Holdings, Inc. by CCC Intelligent Solutions Holdings Inc. (the "Issuer") by merger on July 30, 2021 (the "Merger"), and pursuant to the business combination agreement, the Reporting Person received stock options of the Issuer ("Options") on July 30, 2021 in respect of stock options of Cypress Holdings, Inc., which were subject to performance vesting, provided that all performance vesting conditions were deemed fully satisfied in connection with the Merger and the Options were fully vested upon issuance. |
Remarks: Chief Executive Officer and Chairman |