Evolv Technologies Holdings, Inc. — Director's Dealing 2024

Jan 4, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Evolv Technologies Holdings, Inc. (EVLV)
CIK: 0001805385
Period of Report: 2024-01-01

Reporting Person: George Peter Gustav (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-01	Class A Common Stock	M	2500	—	Acquired	737123	Direct
2024-01-03	Class A Common Stock	S	915	$4.53	Disposed	736208	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-01	Restricted Stock Units	$	M	2500	Disposed		Class A Common Stock (2500)	Direct

Footnotes

F1: On March 31, 2022, the reporting person was granted 5,000 performance-based restricted stock units ("RSUs"). 50% of the performance-based RSUs vested on January 1, 2023 based on achieving an annual bookings goal for the fiscal year ended December 31, 2022. The remaining RSUs vested on January 1, 2024, subject to the reporting person's continued employment through such vesting date. Each RSU represents a contingent right to receive one share of Class A Common Stock and has no expiration date.

F2: The sale reported in the Form 4 was effected solely with the intent to cover withholding taxes in connection with the January 1, 2024 vesting of the RSUs described in footnote 1.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.46 to $4.54. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.