SEC Form 4 · accession 0001593968-18-000765
Veritone, Inc. · VERI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
G Louis Graziadio III
Director
Period of report
May 11, 2018
Accepted (ET)
May 15, 2018 · 4:55 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 StockF2 | May 11, 2018 | M | 5,000 | — | A | 88,849 | D | |
| Common StockF3 | holding | — | — | — | 137,200 | I | By Graziadio Family Trust | |
| Common StockF4 | holding | — | — | — | 8,200 | I | By Annuity Trust | |
| Common StockF5 | holding | — | — | — | 3,300 | I | By Ginarra | |
| Common Stock | holding | — | — | — | 1,800 | I | By spouse | |
| Common StockF6 | holding | — | — | — | 2,700 | I | By minor child | |
| Common StockF7 | holding | — | — | — | 2,700 | I | By minor child | |
| Common StockF8 | holding | — | — | — | 16,636 | I | By Ginmarra | |
| Common StockF9 | holding | — | — | — | 4,775 | I | By Gino Trust | |
| Common StockF10 | holding | — | — | — | 4,775 | I | By Marianna Trust | |
| Common StockF11 | holding | — | — | — | 2,500 | I | By Foundation | |
| Common StockF12 | holding | — | — | — | 61,406 | I | By Boss Holdings, Inc. | |
| Common StockF13 | holding | — | — | — | 4,289 | I | By Western Metals Corporation | |
| Common StockF14 | holding | — | — | — | 4,700 | I | By Graziadio Dynasty Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF15,F16 | — | May 11, 2018 | M | 5,000 | D | — | — | Common Stock | 5,000 | 0 | D |
Explanation of responses
- F1Represents the automatic settlement upon vesting of restricted stock units that had been issued to reporting person on May 11, 2017.
- F10These 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.
- F11These 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.
- F12These 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.
- F13These 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.
- F14These shares are owned by the Graziadio Dynasty Trust II for the benefit of reporting person.
- F15Each restricted stock unit represents a right to receive one share of common stock.
- F16The restricted stock units vested on May 11, 2018.
- F2The restricted stock units were converted into common stock on a one-for-one basis, and no purchase price was paid.
- F3These 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.
- F4These 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.
- F5These 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.
- F6These shares are held by reporting person as custodian for his minor child, George L. Graziadio IV.
- F7These shares are held by reporting person as custodian for his minor child, Marianna R. Graziadio.
- F8These 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.
- F9These 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.