General Counsel and Secretary Schwartz Sophia converted options into 99,072 shares, covered exercise/tax liability with 34,260 shares and sold $127,436 worth of shares (49,935 units at $2.55), increasing direct ownership by 6% to 272,260 units (SEC Form 4)
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Computer Software: Programming Data Processing
Technology
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| 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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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Nextdoor Holdings, Inc. [ KIND ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/15/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 10/15/2024 | M | 19,707 | A | $0 | 277,090 | D | |||
| Class A Common Stock | 10/15/2024 | F | 6,815 | D | $2.55 | 270,275 | D | |||
| Class A Common Stock | 10/15/2024 | M | 79,365 | A | $0 | 349,640 | D | |||
| Class A Common Stock | 10/15/2024 | F | 27,445 | D | $2.55 | 322,195 | D | |||
| Class A Common Stock | 10/16/2024 | S | 17,529(1) | D | $2.5824 | 304,666 | D | |||
| Class A Common Stock | 10/17/2024 | S | 32,406(1) | D | $2.5356 | 272,260 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 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: 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 | ||||||||
| Restricted Stock Units (RSU) | (2) | 10/15/2024 | M | 19,707 | (3) | (4) | Class A Common Stock | 19,707 | $0 | 118,241 | D | ||||
| Restricted Stock Units (RSU) | (2) | 10/15/2024 | M | 79,365 | (5) | (4) | Class A Common Stock | 79,365 | $0 | 79,365 | D | ||||
| Explanation of Responses: |
| 1. Sale of shares made pursuant to and in accordance with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, under a plan adopted by the Reporting Person on June 6, 2024. |
| 2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
| 3. The RSU award vests in eight equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on July 15, 2024, subject to the reporting person's continued service to the Issuer on each vesting date. |
| 4. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 5. The RSU award vests in three equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on July 15, 2024, subject to the reporting person's continued service to the Issuer on each vesting date. |
| Remarks: |
| /s/ Noah Johnson, as Attorney-in-Fact for Reporting Person | 10/17/2024 | |
| ** 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 Number. | ||