Yext Grants Michael Walrath Inducement Awards Pursuant to New York Stock Exchange Listing Rules

By PRNewswire On Mar 9, 2022

Yext, Inc. (NYSE: YEXT), the AI Search company, today announced that it has made an equity inducement award (“Inducement Award”) to Michael Walrath, its newly appointed CEO, pursuant to New York Stock Exchange Listed Company Manual Rule 303A.08 (the “NYSE Rule”). In accordance with the NYSE Rule, Yext approved the grant to Mr. Walrath as a material inducement to Mr. Walrath accepting his new role as CEO.

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The Inducement Award is as follows: 2,000,000 Restricted Stock Units (“RSUs”) with both time-based vesting requirements and performance-based vesting requirements. The RSU Grant shall vest 1/16 per quarter over a period of 4 years. Vesting shall also be subject to and contingent upon achieving the following stock price targets (based upon average closing price over any 30 trading day period): 25% of the RSUs at a target of $15 per share, 25% of the RSUs at a target of $17 per share, 25% of the RSUs at a target of $19 per share, and 25% of the RSUs at a target of $21 per share. Both time-based vesting and stock price achievement must take place before any RSUs shall vest.

In the event of a change in control, all time-based vesting shall be considered achieved, and stock price targets shall be considered to be achieved to the extent the acquisition price meets or exceeds such targets.

The Inducement Award was granted outside of the Yext 2016 Equity Incentive Plan, but generally has terms and conditions consistent with those set forth in that plan, and were approved by the Compensation Committee of the Board of Directors in reliance on the employment inducement exemption under the NYSE’s Listed Company Manual Rule 303A.08, which requires public announcement of inducement awards. Yext is issuing this press release pursuant to the terms of that Rule.

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