Sec Form 4 Filing - Kostman David @ Unity Software Inc. - 2022-11-07

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 Kostman David 2. Issuer Name and Ticker or Trading Symbol Unity Software Inc. [ U] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O UNITY SOFTWARE INC., 30 3RD STREET 3. Date of Earliest Transaction (MM/DD/YY) 11/07/2022 (Street) SAN FRANCISCO, CA94103 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 Common Stock 11/07/2022 A 97,110( 1 )( 2 ) A 97,110 D Common Stock 11/07/2022 A 5,672( 4 )( 5 ) A 102,782 D Common Stock 11/07/2022 A 16,142( 6 ) A $ 0 118,924 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 Stock Option (Right to Buy) $ 28.84 11/07/2022 A 27,179( 7 )( 8 ) ( 7 )( 8 ) 06/30/2025 Common Stock 27,179 $ 0 27,179 D Stock Option (Right to Buy) $ 6.71 11/07/2022 A 24,014( 9 )( 10 ) ( 9 )( 10 ) 01/16/2031 Common Stock 24,014 $ 0 24,014 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kostman David C/O UNITY SOFTWARE INC. 30 3RD STREET SAN FRANCISCO, CA94103 X Signatures /s/ Nora Go, Attorney-in-fact 11/09/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Received in exchange for 891,734 Class A ordinary shares, no par value ("ironSource Class A ordinary shares"), and zero Class B ordinary shares, no par value ("ironSource Class B ordinary shares" and together with the ironSource Class A ordinary shares, the "ironSource Ordinary Shares"), of ironSource Ltd. ("ironSource") pursuant to the Agreement and Plan of Merger, dated as of July 13, 2022, by and among Unity Software Inc. (the "Issuer"), Ursa Aroma Merger Subsidiary Ltd., a wholly owned subsidiary of the Issuer ("Merger Sub"), and ironSource (the "Merger Agreement"), pursuant to which ironSource merged with and into Merger Sub with ironSource surviving as a wholly owned subsidiary of the Issuer (the "Merger"). ( 2 )Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each ironSource Ordinary Share was converted into the right to receive 0.1089 shares (the "Exchange Ratio") of common stock, par value $0.000005 per share, of the Issuer ("Common Stock), rounded up or down to the nearest whole share for any fractional shares of Common Stock resulting from the calculation. ( 3 )On the date immediately prior to the Effective Time, the closing price of the Common Stock on the New York Stock Exchange ("NYSE") was $24.78 per share and the closing price of ironSource Class A ordinary shares on the NYSE was $2.74 per share. ironSource Class B ordinary shares were not traded on any exchange. ( 4 )Received in exchange for restricted stock units ("ironSource RSUs") representing 52,083 ironSource Ordinary Shares. Pursuant to the Merger Agreement, at the Effective Time, such ironSource RSUs were assumed by the Issuer and converted into restricted stock units representing a number of shares of Common Stock ("RSUs"), with such RSUs subject to substantially the same terms and conditions applicable to such ironSource RSUs, except that the number of shares of Common Stock subject to such RSUs is equal to the product obtained by multiplying (x) the number of ironSource Ordinary Shares subject to such ironSource RSUs by (y) the Exchange Ratio, rounded up to the nearest whole share for any fractional shares of Common Stock resulting from the calculation. ( 5 )These RSUs vest in equal annual installments over a three-year period beginning on September 2, 2023, such that on September 2, 2025, these RSUs will be 100% vested, subject to the Reporting Person's continued service through the vesting period. ( 6 )Represents RSUs granted to the Reporting Person. These RSUs vest in equal quarterly installments over a three-year period beginning on November 7, 2022, such that on November 7, 2025, such RSUs will be 100% vested, subject to the Reporting Person's continued service through the vesting period. ( 7 )Received in exchange for options to purchase ("ironSource Options") 249,582 ironSource Ordinary Shares at an exercise price of $3.14 per share. Pursuant to the Merger Agreement, at the Effective Time, suchironSource Options were assumed by the Issuer and converted into options to purchase a number of shares of Common Stock ("Options"), with such Options subject to substantially the same terms as suchironSource Options, except that such Options (a) represent an option to acquire a number of shares of Common Stock, rounded down to the nearest whole number of shares, equal to the product obtainedby multiplying (x) the number of ironSource Ordinary Shares subject to such ironSource Options, by (y) the Exchange Ratio, and (b) have an exercise price per share of Common Stock equal to the quotient obtainedby dividing (i) the per share exercise price for ironSource Ordinary Shares subject to such ironSource Options by (ii) the Exchange Ratio, rounded up to the nearest whole cent. ( 8 )These ironSource Options vested 33% on January 17, 2022, with the remaining 67% vesting in equal quarterly installments over a two-year period beginning on January 17, 2023, such that on January 17, 2024, such Options will be 100% vested, subjectto the Reporting Person's continued service through the vesting period. ( 9 )Received in exchange for ironSource Options to purchase 220,522 ironSource Ordinary Shares at an exercise price of $0.73 per share. Pursuant to the Merger Agreement, at the Effective Time, such ironSourceOptions were assumed by the Issuer and converted into Options to purchase a number of shares of Common Stock, with such Options subject to substantially the same terms as such ironSource Options, except thatsuch Options (a) represent an option to acquire a number of shares of Common Stock, rounded down to the nearest whole number of shares, equal to the product obtained by multiplying (x) the number ofironSource Ordinary Shares subject to such ironSource Options, by (y) the Exchange Ratio, and (b) have an exercise price per share of Common Stock equal to the quotient obtained by dividing (i) the per shareexercise price for ironSource Ordinary Shares subject to such ironSource Options by (ii) the Exchange Ratio, rounded up to the nearest whole cent. ( 10 )These Options were fully vested at the Effective Time.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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