Sec Form 4 Filing - CLEVENGER S GREGORY @ LiveVox Holdings, Inc. - 2022-09-21

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
CLEVENGER S GREGORY
2. Issuer Name and Ticker or Trading Symbol
LiveVox Holdings, Inc. [ LVOX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP and CFO
(Last) (First) (Middle)
655 MONTGOMERY STREET, SUITE 1000
3. Date of Earliest Transaction (MM/DD/YY)
09/21/2022
(Street)
SAN FRANCISCO, CA94111
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
Class A Common Stock 09/21/2022 F 1,742( 1 ) D $ 2.56 242,504( 2 ) 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 (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
Performance Share Units ( 3 ) ( 4 ) ( 4 ) Class A Common Stock 161,250 161,250( 5 ) D
Performance Share Units ( 3 ) ( 6 ) ( 6 ) Class A Common Stock 80,625 80,625( 5 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CLEVENGER S GREGORY
655 MONTGOMERY STREET
SUITE 1000
SAN FRANCISCO, CA94111
EVP and CFO
Signatures
Steven Gregory Clevenger 09/23/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported securities represent shares withheld by the Company to cover taxes associated with the vesting and settlement of Restricted Stock Units ("RSUs").
( 2 )The reporting person previously reported awards of 241,875 Performance Share Units ("PSUs") in Table I. The total reported in Column 5 excludes these PSUs which are now reported in Table II. Following the reported transaction, the reporting person holds 36,484 shares of Class A Common Stock and 206,020 RSUs.
( 3 )Each PSU represents a contingent right to receive one share of Class A Common Stock of LiveVox Holdings, Inc.
( 4 )The PSUs are divided into two equal Performance Tranches, with the PSUs subject to each Performance Tranche vesting if, for any 20 out of 30 consecutive trading days beginning after August 18, 2021, the per share volume-weighted average price (the "VWAP") over such period is greater than the applicable VWAP hurdle. The VWAP hurdles are $15.00 and $17.50, respectively.
( 5 )The PSUs were previously reported in Table I and are now reported in Table II.
( 6 )The PSUs are subject to both time-based and performance vesting. Twenty-five percent of the PSUs will vest on June 21, 2022 and the remaining shares will vest in twelve equal quarterly installments thereafter. In addition, the PSUs are divided into three equal performance tranches with performance vesting to occur if, for any 20 trading days out of 30 consecutive trading days beginning after August 18, 2021, the per share VWAP is greater than the applicable VWAP hurdle. The VWAP hurdles for the first, second and third performance tranches are $12.50, $15.00 and $17.50, respectively.

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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