SEC Form 4 · accession 0001140361-17-033044
Veritone, Inc. · VERI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chad Steelberg
Officer — CEO and Chairman of the Board · Director · 10% Owner
Period of report
Jun 30, 2017
Accepted (ET)
Aug 22, 2017 · 8:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615165
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 30, 2017 | A | 10,121 | $12.35 | A | 10,121 | D | |
| Common StockF2 | holding | — | — | — | 3,355,387 | I | By Newport | |
| Common StockF3 | holding | — | — | — | 298,287 | I | By Steel Holdings, LLC | |
| Common StockF4 | holding | — | — | — | 76,970 | I | By VIF I, LLC | |
| Common StockF5 | holding | — | — | — | 445,278 | I | By VLOC | |
| Common StockF6 | holding | — | — | — | 961,835 | I | By BV16, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents quarterly shares automatically issued to reporting person pursuant to his Employment Agreement under the Issuer's 2017 Stock Incentive Plan. The number of shares issued at the end of each quarter during the term of such agreement is determined by dividing $125,000 by the average closing price of the Company's Common Stock during the last five trading days of the calendar quarter.
- F2The reporting person is a trustee of his grantor trust, which is one of the managing members of Newport Coast Investments, LLC ("Newport"), and as such, Mr. Steelberg may be deemed a beneficial owner of shares of common stock held by Newport. This filing shall not be deemed an admission that the reporting person is, for the purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owner of all of the securities held by such entity, and Mr. Steelberg disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F3The reporting person is the Manager of Steel Holdings, LLC, and as such, may be deemed a beneficial owner of shares of common stock directly held by Steel Holdings, LLC. This filing shall not be deemed an admission that the reporting person is, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of all of the securities held by such entity.
- F4The reporting person is the Manager and one of the members of VIF I, LLC, and as such, may be deemed a beneficial owner of shares of common stock held by VIF I, LLC. This filing shall not be deemed an admission that the reporting person is, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of all of the securities held by such entity. Mr. Steelberg disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F5Reflects shares held by Veritone LOC I, LLC ("VLOC"). Mr. Steelberg does not have any voting or dispositive power over the shares, and accordingly disclaims beneficial ownership of all of such shares. This filing shall not be deemed an admission that the reporting person is, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any of the securities held by such entity.
- F6The reporting person is the Manager of NCI Investments, LLC ("NCI"), which is the Manager of BV16, LLC (and his grantor trust owns 50% of the membership interests in NCI). As such, Mr. Steelberg may be deemed a beneficial owner of shares of common stock held by BV16, LLC. This filing shall not be deemed an admission that the reporting person is, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of all of the securities held by such entity, and Mr. Steelberg disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.