SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Beilman Kyle

(Last) (First) (Middle)
C/O DAVE INC.
1265 SOUTH COCHRAN AVENUE

(Street)
LOS ANGELES CA 90019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Dave Inc./DE [ DAVE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CFO and Secretary
3. Date of Earliest Transaction (Month/Day/Year)
01/25/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 01/25/2023 A 30,031(1) A $0.00 160,987 D
Class A Common Stock 01/25/2023 A 37,539(2) A $0.00 198,526 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares of Class A Common Stock underlying a restricted stock unit award ("RSU") granted under the Issuer's 2021 Equity Incentive Plan (the "Plan"). The RSU will vest as to 1/16 of the total number of shares on March 1, 2023 and an additional 1/16 of the total number of shares on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each vesting date.
2. Represents shares of Class A Common Stock underlying a performance-based restricted stock unit award ("PRSU") granted under the Plan. Vesting of the PRSU will occur only on four vesting dates per year, as follows: March 1, June 1, September 1 and December 1 (each, a "Vesting Date"). The PRSU will vest upon the later of (i) March 1, 2025, or (ii) the Vesting Date immediately following the achievement of certain performance metrics based on the Issuer's average closing price for 30 consecutive trading days, subject to the Reporting Person's continued service through each vesting date.
Remarks:
/s/ Kyle Beilman 01/27/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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