Item 5. OTHER INFORMATION
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Item 5. OTHER INFORMATION
Trading Arrangements
During the three months ended June 30, 2025, the Company’s directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted, materially modified or terminated written plans intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c) for the sale of the Company’s securities as set forth in the table below.
| Name | Position | Action | Date | Total Shares of Class A Common Stock to be Sold | Expiration Date | |||||||||||||||||||||||||||
| Kerry Acocella | General Counsel and Secretary | Modification (1) | May 30, 2025 | Up to 47,668 shares | December 31, 2025 | |||||||||||||||||||||||||||
| Amit Agarwal (2) | Director | Adoption | June 13, 2025 | 133,333 | September 8, 2026 | |||||||||||||||||||||||||||
| Shardul Shah (3) | Director | Adoption | June 13, 2025 | 95,000 | September 12, 2026 | |||||||||||||||||||||||||||
| Alexis Lê-Quôc | Chief Technology Officer & Director | Adoption | June 13, 2025 | 1,165,632 (4) | October 30, 2026 | |||||||||||||||||||||||||||
| (1)Represents a modification under Rule 10b5-1(c)(1)(iv) of a Rule 10b5-1 trading plan adopted on December 13, 2024, which did not result in any change to the total number of shares to be sold under or the expiration date of the plan. The actual number of shares that will be sold under the Rule 10b5-1 trading plan will be reduced by the number of shares sold pursuant to the Company’s election under its equity incentive plans to require the satisfaction of tax withholding obligations realized upon the vesting of RSUs and PSUs to be funded by a sell-to-cover transaction. The number of Company shares to be sold to satisfy the Company’s tax withholding obligation is not known at this time as it is dependent on future events, including the future trading price of the Company’s shares. | ||||||||||||||||||||||||||||||||
| (2)The shares will be sold under a Rule 10b5-1 trading plan by the Agarwal 2018 Family Trust. | ||||||||||||||||||||||||||||||||
| (3)The shares will be sold under a Rule 10b5-1 trading plan by the 2019 Shah Family Trust. | ||||||||||||||||||||||||||||||||
| (4)Approximately 128,000 shares will be sold in sell-to-cover transactions intended to satisfy tax withholding obligations and exercise costs realized upon the exercise of stock options. |
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