Sec Form 4 Filing - Copple Brian William @ HireRight Holdings Corp - 2022-04-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Copple Brian William
2. Issuer Name and Ticker or Trading Symbol
HireRight Holdings Corp [ HRT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Gen Counsel & Secretary
(Last) (First) (Middle)
100 CENTERVIEW DRIVE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
04/06/2022
(Street)
NASHVILLE, TN37214
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option( 1 ) $ 15.97 04/06/2022 A 85,752 ( 1 ) 07/12/2028 Common Stock 85,752 $ 0 85,752 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Copple Brian William
100 CENTERVIEW DRIVE
SUITE 300
NASHVILLE, TN37214
Gen Counsel & Secretary
Signatures
/s/ Brian Copple 04/07/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 relates to an option to purchase shares of the issuer's common stock that was originally issued to the reporting person pursuant to an agreement dated December 3, 2018. The option's original terms provided for vesting based upon the cash-on-cash return received by the issuer's pre-IPO investors on their investment in the issuer. As of the date listed in box 3 above, the investors had received no return so the option was completely unvested. To retain and motivate the reporting person, the compensation committee of the issuer's board of directors offered to the reporting person an amendment to the option to change its vesting to service-based vesting in 12 equal quarterly installments beginning on March 31, 2022 and ending December 31, 2024 if the recipient remains in service. The reporting person accepted the amendment on the date listed in box 3 above. For more information, see the issuer's Current Report on Form 8-K filed with the SEC on March 24, 2022.

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).
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