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Filing Details

Accession Number:: 0001209191-21-023508
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-29 20:47:42
Reporting Period:: 2021-03-25

Accepted Time:: 2021-03-29 20:47:42
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1431695	Olo Inc.	OLO	Services-Business Services, Nec (7389)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1845147	J. Andrew Murray	C/O Olo Inc. One World Trade Center, 82Nd Floor New York NY 10007	Chief Technology Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2021-03-25	681,760	$0.00	681,760	No	4	M	Direct
Class A Common Stock	Disposition	2021-03-25	230,207	$28.49	451,553	No	4	S	Direct
Class A Common Stock	Disposition	2021-03-25	42,600	$29.12	408,953	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Stock Appreciation Right	Disposition	2021-03-25	683,400	$0.00	683,400	$0.06
Class A Common Stock	Class B Common Stock	Acquisiton	2021-03-25	683,400	$0.00	683,400	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-03-25	1,640	$0.00	1,640	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-03-25	681,760	$0.00	681,760	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	M	Direct
836,400	No	4	M	Direct
834,760	No	4	F	Direct
153,000	No	4	M	Direct

Footnotes

Each Stock Appreciation Right ("SARs") converted into the same number of shares of Class B Common Stock upon the consummation of the Issuer's initial public offering, but were not delivered to the Reporting Person until March 25, 2021.
The transaction reported represents sales by the Reporting Person to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the SARs.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.03 to $29.025, 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 to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.03 to $29.37, 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 to this Form 4.
Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date. On any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the trading day immediately following the seventh anniversary of the IPO, (b) the last trading day of the fiscal quarter immediately following the date upon which the then outstanding shares of Class B common stock first represent less than 10% of the aggregate number of the then outstanding shares of Class A common stock and Class B common stock, or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B common stock, voting as a single class.
The transaction reported represents the withholding of shares by the Issuer to satisfy the exercise price in connection with the vesting and settlement of the SARs.