Yext CEO reports PSU and RSU vesting, tax withholding
Yext, Inc. director and CEO Michael Walrath reported equity award vesting and related share movements.
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Form Type
4
Rhea-AI Filing Summary
Yext, Inc. director and CEO Michael Walrath reported equity award vesting and related share movements. He exercised performance-based restricted stock units and restricted stock units into common stock, with no open-market purchases or sales disclosed.
The filing shows 566,437 performance-based RSUs converting into common stock after the company achieved 90.63% of 625,000 target PSUs for the second performance period. An additional 78,125 time-based RSUs vested, while 329,050 shares of common stock were withheld at $3.80 per share to cover tax obligations on the vesting. Separate trust entries reflect indirect holdings for family members.
Insider Trade Summary
644,562 shares exercised/converted
Exercise
8 txns
Insider
Walrath Michael
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 78,125 | $0.00 | $0.00 |
| Exercise | Performance-Based Restricted Stock Unit | 566,437 | $0.00 | $0.00 |
| Exercise | Common Stock | 78,125 | $0.00 | $0.00 |
| Exercise | Common Stock | 566,437 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 329,050 | $3.80 | $1.25M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Unit — 234,375 contracts (Direct);
Performance-Based Restricted Stock Unit — 0 contracts (Direct);
Common Stock — 3,964,096 shares (Direct);
Common Stock — 64,987 shares (Indirect, See footnote)
Footnotes (8)
- F1. Each restricted stock unit represents a contingent right to receive one share of Yext, Inc.'s (the "Company") common stock.
- F2. Shares withheld to satisfy tax liability upon vesting of restricted stock units on June 20, 2026.
- F3. Securities are held by a trust the beneficiaries of which are the Reporting Person's children.
- F4. Securities are held by a trust of which the Reporting Person's spouse is the trustee and the beneficiaries of which are certain family members of the Reporting Person.
- F5. Securities are held by a trust, separate from the trust referenced in footnote 4, of which the Reporting Person's spouse is the trustee and the beneficiaries of which are certain family members of the Reporting Person.
- F6. One-eighth of shares subject to the award vested on June 20, 2025, and vests quarterly thereafter on each September 20, December 20, March 20 and June 20, subject to the reporting person's continued service on each such date, until the award is fully vested on March 20, 2027.
- F7. Each performance-based restricted stock unit, or PSU, represents a contingent right to receive one share of the Company's common stock.
- F8. A target number of 1,250,000 PSUs could become eligible to vest based on the Company's total shareholder return during each of the following performance periods (each, a "Performance Period") relative to the total shareholder return of companies in the S&P Software and Services Select Index: (i) December 19, 2023 to March 31, 2025; and (ii) December 19, 2023 to March 31, 2026. PSUs that became eligible to vest based on performance for a Performance Period vested on June 20 following the applicable Performance Period, subject to continued service to the Company through the vesting date. The total number of PSUs that became eligible to vest ranged from 0% to 200% of the target number of PSUs. For the second Performance Period, 566,437 PSUs vested on June 20, 2026 based on performance of 90.63% of 625,000 target PSUs, and 58,563 PSUs were forfeited.
Key Figures
Performance-based RSUs vested: 566,437 units
Target PSUs for second period: 625,000 units
PSU performance level: 90.63%
+5 more
8 metrics
Performance-based RSUs vested
566,437 units
Second performance period ending March 31, 2026
Target PSUs for second period
625,000 units
Performance-based restricted stock units target
PSU performance level
90.63%
Of 625,000 target PSUs for second period
PSUs forfeited
58,563 units
Unvested from second performance period
RSUs vested
78,125 units
Time-based restricted stock units vesting June 20, 2026
Shares withheld for taxes
329,050 shares
Tax liability on RSU vesting at $3.80 per share
Tax withholding price
$3.80/share
Used to value 329,050 withheld shares
Maximum PSU multiple
200%
PSUs could vest between 0% and 200% of target
Key Terms
Restricted Stock Unit, Performance-Based Restricted Stock Unit, total shareholder return, S&P Software and Services Select Index, +2 more
6 terms
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share of Yext, Inc.'s common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Performance-Based Restricted Stock Unit financial
"Each performance-based restricted stock unit, or PSU, represents a contingent right to receive one share of the Company's common stock."
A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.
S&P Software and Services Select Index financial
"Relative to the total shareholder return of companies in the S&P Software and Services Select Index."
tax liability financial
"Shares withheld to satisfy tax liability upon vesting of restricted stock units on June 20, 2026."
vesting financial
"One-eighth of shares subject to the award vested on June 20, 2025, and vests quarterly thereafter."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Yext (YEXT) CEO Michael Walrath report in this Form 4 filing?
Michael Walrath reported equity award vesting and related share movements. Performance-based and time-based restricted stock units converted into common stock, and a portion of shares was withheld to satisfy tax liabilities associated with the vesting events on June 20, 2026.
How many Yext performance-based restricted stock units vested for Michael Walrath?
A total of 566,437 performance-based restricted stock units vested for Michael Walrath. These units became eligible based on the company’s total shareholder return versus the S&P Software and Services Select Index during the second performance period ending March 31, 2026.
How many Yext restricted stock units vested and converted to common stock?
The filing shows 78,125 time-based restricted stock units vesting and converting into common stock. One-eighth of the award vested on June 20, 2025 and continues to vest quarterly until March 20, 2027, subject to Michael Walrath’s continued service with the company.
What performance conditions affected Michael Walrath’s Yext performance stock units?
The performance units depended on Yext’s total shareholder return versus the S&P Software and Services Select Index. For the second performance period, 566,437 PSUs vested based on 90.63% performance of 625,000 target PSUs, while 58,563 PSUs were forfeited for that period.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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