Alight Inc Delaware
For the period ended Jun 30, 2024. Filed Aug 6, 2024.
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Jun 30, 2024 · Filed Aug 6, 2024
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Item 5. Other Information
Trading Arrangements
Our officers (as defined in Rule 16a-1 under the Exchange Act) and directors may from time to time enter into plans or arrangements for the purchase or sale of our Class A Common Stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
During the three months ended June 30, 2024, the officers and directors of the Company set forth in the table below entered into trading plans during an open insider trading window.
| Name | Title | Adoption Date | Expiration Date(1) | Aggregate # of securities to be sold(2) |
|---|---|---|---|---|
| Michael Rogers | Chief Human Resources Officer | 5/10/2024 | 8/12/2025 | 85,000 |
| Jeremy J. Heaton | Chief Financial Officer | 5/29/2024 | 5/20/2025 | 45,000 |
| Martin T. Felli (3) | Chief Legal Officer and Corporate Secretary | 5/31/2024 | 8/30/2025 | 92,520 |
| Greg George | Chief Commercial Officer, North America | 6/6/2024 | 6/30/2025 | 56,000 |
(1)Each trading arrangement permitted or permits transactions through and including the earlier to occur of (a) the completion of all purchases or sales or (b) the date listed in the table. Each arrangement also provided or provides for automatic termination in the event of liquidation, dissolution, bankruptcy, insolvency, or death, of the adopting person.
(2)The volume and timing of sales is determined, in part, based on pricing triggers outlined in the trading arrangement.
(3)The Rule 10b5-1 trading arrangement provides for the sale of a percentage of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes. The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to Mr. Felli’s Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of the future vesting events. For purposes of this disclosure, we have reported the maximum aggregate number of shares to be sold without subtracting any shares to be withheld upon future vesting events.
Each of the 10b5-1 plans in the above table included a representation from the director or officer to the broker administering the plan that such individual was not in possession of any material nonpublic information regarding the Company or the securities subject to the plan. A similar representation was made to the Company in connection with the adoption of the plan under the Company’s insider trading policy. Those representations were made as of the date of adoption of the 10b5-1 plan and speak only as of that date. In making those representations, there is no assurance with respect to any material nonpublic information of which the director or officer was unaware, or with respect to any material nonpublic information acquired by the director or officer or the Company after the date of the representation.
During the three months ended June 30, 2024, other than noted above, none of our officers or directors adopted, terminated or modified a 10b5-1 equity trading plan, oradopted, terminated, or modified any “non-Rule 10b5-1 equity trading arrangement”.
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