IDT CORP — Director's Dealing 2022

Dec 7, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IDT CORP (IDT)
CIK: 0001005731
Period of Report: 2022-08-16

Reporting Person: MASON JOYCE J (EVP and Corporate Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-08-16	Class B Common Stock, par value $.01 per share	G	1150	$0.00	Acquired	39526	Direct
2022-08-16	Class B Common Stock, par value $.01 per share	G	1150	$0.00	Acquired	11655	Indirect
2022-08-16	Class B Common Stock, par value $.01 per share	G	1150	$0.00	Acquired	18184	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-05	Deferred Stock Units	$	A	3600	Acquired		Class B Common Stock (3600)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock, par value $.01 per share	4593	Indirect

Footnotes

F1: Consists of 10,482 fully vested shares of Restricted Stock, 8,916 shares of stock issued upon the vesting of DSUs, 1,396 shares purchased through the Issuer's Employee Stock Purchase Program and 18,732 shares held by the Reporting Person directly.

F2: As of November 30, 2022.

F3: Represents grant of 3,600 DSUs vesting ratably on 5/17/2023, 2/21/2024 and 2/25/2025, with the recipient having the option on 5/17/2023 and 2/21/2024 to defer vesting to the next scheduled vesting. The number of shares of Class B common stock that will be issued depends on the Market Price on the applicable vesting date as compared to the Grant Price of the DSUs ($25.41), with no less than 0.5 shares (Market Price less than $12.705) and no more than 2 shares (Market Price greater than $50.82), in 12.5% increments, to be issued for each DSU vested. Upon vesting of all of the DSUs, between 1,800 and 7,200 shares of Class B common stock will have been issued. "Market Price" for each vesting date will be the greater of (i)the closing price for the Class B common stock on the trading date immediately prior to such vesting date, and (ii) the average of the closing prices of the Class B common stock for the 20 trading days ending with the trading day immediately prior to such vesting date.