SEC Form 4 · accession 0001593968-18-000573

Veritone, Inc. · VERI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

G Louis Graziadio III

Director

Period of report

Mar 13, 2018

Accepted (ET)

Mar 15, 2018 · 7:36 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 Stock^F1	Mar 13, 2018	P	1,000	$14.64	A	83,349	D
Common Stock^F2	Mar 14, 2018	P	500	$14.527	A	83,849	D
Common Stock^F3,F4	Mar 13, 2018	P	4,000	$14.64	A	135,000	I	By Graziadio Family Trust
Common Stock^F5,F4	Mar 14, 2018	P	2,200	$14.527	A	137,200	I	By Graziadio Family Trust
Common Stock^F6,F7	Mar 13, 2018	P	3,000	$14.64	A	3,000	I	By Graziadio Dynasty Trust
Common Stock^F8,F7	Mar 14, 2018	P	1,700	$14.527	A	4,700	I	By Graziadio Dynasty Trust
Common Stock^F9	holding	—	—		—	8,200	I	By Annuity Trust
Common Stock^F10	holding	—	—		—	3,300	I	By Ginarra
Common Stock	holding	—	—		—	1,800	I	By spouse
Common Stock^F11	holding	—	—		—	2,700	I	By minor child
Common Stock^F12	holding	—	—		—	2,700	I	By minor child
Common Stock^F13	holding	—	—		—	16,636	I	By Ginmarra
Common Stock^F14	holding	—	—		—	4,775	I	By Gino Trust
Common Stock^F15	holding	—	—		—	4,775	I	By Marianna Trust
Common Stock^F16	holding	—	—		—	2,500	I	By Foundation
Common Stock^F17	holding	—	—		—	61,406	I	By Boss Holdings, Inc.
Common Stock^F18	holding	—	—		—	4,289	I	By Western Metals Corporation

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1Reflects the weighted-average purchase price for an aggregate of 1,000 shares purchased in multiple transactions at prices ranging from $14.52 to $14.75 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F10These shares are owned by Ginarra Partners, LLC ("Ginarra"), a limited liability company majority owned by GFT and as to which Mr. Graziadio serves as president of the manager. Mr. Graziadio disclaims beneficial ownership of the shares owned by Ginarra except to the extent of the pecuniary interest of his minor children in such shares.
F11These shares are held by reporting person as custodian for his minor child, George L. Graziadio IV.
F12These shares are held by reporting person as custodian for his minor child, Marianna R. Graziadio.
F13These shares are owned by Ginmarra Investors Fund 1 LLC ("Ginmarra"), a limited liability company majority owned by GFT and Ginarra and as to which Mr. Graziadio serves as president of the manager. Mr. Graziadio disclaims ownership of the shares owned by Ginmarra except to the extent of his pecuniary interest in such shares.
F14These shares are owned by George & Reva Graziadio Grandchildren Trust II for the benefit of the minor child of Mr. Graziadio, George L. Graziadio IV ("Gino Trust"). Mr. Graziadio is the trustee of the Gino Trust, but disclaims beneficial ownership of the shares owned by the Gino Trust except to the extent of the pecuniary interest of his minor child in such shares.
F15These shares are owned by George & Reva Graziadio Grandchildren Trust II for the benefit of the minor child of Mr. Graziadio, Marianna Graziadio ("Marianna Trust"). Mr. Graziadio is the trustee of the Marianna Trust, but disclaims beneficial ownership of the shares owned by the Marianna Trust except to the extent of the pecuniary interest of his minor child in such shares.
F16These shares are owned by the George and Reva Graziadio Foundation (the "Foundation"), a charitable foundation established by the parents of Mr. Graziadio, as to which Mr. Graziadio has no pecuniary interest. Mr. Graziadio is one of three directors of the Foundation, does not have the right to control disposition of the shares owned by the Foundation and disclaims beneficial ownership of the shares owned by the Foundation as he has no pecuniary interest in such shares.
F17These shares are owned by Boss Holdings, Inc. ("Boss Holdings"), a corporation as to which Mr. Graziadio, GFT and Ginarra together are majority shareholders and Mr. Graziadio is chairman and chief executive officer. Mr. Graziadio disclaims beneficial ownership of the shares owned by Boss Holdings except to the extent of his pecuniary interest in such shares.
F18These shares are owned by Western Metals Corporation ("Western Metals"), a corporation as to which GFT and Ginarra beneficially own a significant pecuniary interest and Mr. Graziadio is the president. Mr. Graziadio disclaims beneficial ownership of the shares owned by Western Metals except to the extent of his pecuniary interest in such shares.
F2Reflects the weighted-average purchase price for an aggregate of 500 shares purchased in multiple transactions at prices ranging from $14.39 to $14.70 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F3Reflects the weighted-average purchase price for an aggregate of 4,000 shares purchased in multiple transactions at prices ranging from $14.52 to $14.75 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F4These shares are owned by the Graziadio Family Trust u/d/t 11/13/75 ("GFT"), an irrevocable trust established by Mr. Graziadio for the benefit of his children. Mr. Graziadio is neither a trustee nor a beneficiary of GFT and disclaims beneficial ownership of the shares owned by GFT except to the extent of the pecuniary interest of his minor children in such shares.
F5Reflects the weighted-average purchase price for an aggregate of 2,200 shares purchased in multiple transactions at prices ranging from $14.39 to $14.70 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F6Reflects the weighted-average purchase price for an aggregate of 3,000 shares purchased in multiple transactions at prices ranging from $14.52 to $14.75 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F7These shares are owned by the Graziadio Dynasty Trust II for the benefit of reporting person.
F8Reflects the weighted-average purchase price for an aggregate of 1,700 shares purchased in multiple transactions at prices ranging from $14.39 to $14.70 per share. Reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F9These shares are owned by the George & Reva Graziadio Charitable Lead Annuity Trust ("Annuity Trust") as to which Mr. Graziadio is the trustee and the minor children of Mr. Graziadio are remainder beneficiaries. Mr. Graziadio disclaims beneficial ownership of the shares owned by the Annuity Trust except to the extent of the pecuniary interest of his minor children in such shares.

Remarks

The Gina-Carra Partnership, a limited partnership of which Mr. Graziadio was the trustee of each of the general partners (trusts for the benefit of his adult children), previously owned 10,500 shares of common stock of the issuer. Such shares were previously reported as indirectly owned by Mr. Graziadio, who disclaimed beneficial ownership of such shares as he had no pecuniary interest therein. The partnership and respective trusts have been dissolved such that Mr. Graziadio no longer has any reportable beneficial interest in those shares, and they no longer will be included in his Form 4 or Form 5 filings.