Vimeo, Inc. — Director's Dealing 2021

May 27, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vimeo, Inc. (VMEO)
CIK: 0001837686
Period of Report: 2021-05-25

Reporting Person: Kornfilt Mark (President & CPO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-25	Common Stock	A	344316	$0.00	Acquired	344316	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-25	Stock Appreciation Rights	$4.9000	A	126787	Acquired	2027-11-01	Common Stock, par value $0.01 (126787)	Direct
2021-05-25	Stock Appreciation Rights	$5.9549	A	253575	Acquired	2028-06-28	Common Stock, par value $0.01 (253575)	Direct
2021-05-25	Stock Appreciation Rights	$5.9549	A	126787	Acquired	2028-06-28	Common Stock, par value $0.01 (126787)	Direct

Footnotes

F1: Represents a grant of restricted stock units with respect to shares of the Issuer's common stock that vests in full on March 3, 2024. Prior to the completion of its spin-off (the "Spin-off") from IAC/InterActiveCorp ("IAC"), Vimeo.com, Inc., formerly known as Vimeo, Inc. ("Vimeo") had outstanding restricted stock units ("RSUs"), the value of which corresponded to shares of Vimeo common stock. Vimeo RSU awards were able to be settled upon vesting in shares of IAC common stock. Pursuant to the terms of the Employee Matters Agreement, dated as of May 25, 2021 (the "EMA"), by and between the Issuer and IAC and in connection with the Spin-off, each Vimeo RSU award that was outstanding as of immediately prior to the effective time of the Spin-off was automatically converted into an award of RSUs corresponding to, and settled in, shares of Issuer common stock, with adjustments to the number of shares subject to each Issuer RSU award, based on an exchange ratio of 1:1.0143.

F2: Prior to the completion of the Spin-off, Vimeo had outstanding stock appreciation rights ("SARs"), the value of which corresponded to shares of Vimeo common stock. Pursuant to the terms of the EMA and in connection with the Spin-off, each SAR that was outstanding as of immediately prior to the effective time of the Spin-off was automatically converted into a SAR corresponding to, and settled in, shares of Issuer common stock, with adjustments to the number of shares subject to each Issuer SAR and the base price applicable to each Issuer SAR, based on an exchange ratio of 1:1.0143.

F3: The first three previously vested installments of the SARs became exercisable on May 25, 2021, and the final installment becomes exercisable on November 1, 2021.

F4: The first two previously vested installments of the SARs became exercisable on May 25, 2021, and the remaining two equal installments become exercisable on June 28, 2021 and June 28, 2022.