Stagwell Inc — Director's Dealing 2023

Mar 2, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Stagwell Inc (STGW)
CIK: 0000876883
Period of Report: 2023-02-28

Reporting Person: Penn Mark Jeffery (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-28	Class A Common Stock	F	63655	$6.87	Disposed	2317924	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-01	Stock Appreciation Rights	$6.79	A	225000	Acquired	2028-03-01	Class A Common Stock (225000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	26502414	Indirect

Footnotes

F1: Represents shares withheld by the issuer to satisfy tax withholding requirements on the nonreportable vesting of restricted stock.

F2: The Reporting Person is the controlling person of The Stagwell Group LLC ("Stagwell Group"). Stagwell Group directly holds 130,000 shares of Class A Common Stock of the Issuer. Stagwell Group is the manager of Stagwell Agency Holdings LLC, which directly holds 26,372,414 shares of Class A Common Stock of the Issuer. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F3: Stock Appreciation Rights (SARS) granted March 1, 2023 to the Reporting Person vest and are exercisable in three equal installments (each consisting of 75,000 underlying shares of Class A Common Stock) on each of the first three (3) anniversaries of the grant date, and expire on the fifth anniversary of the grant date.