VirnetX Holding Corp — Director's Dealing 2021

Jun 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VirnetX Holding Corp (VHC)
CIK: 0001082324
Period of Report: 2021-06-14

Reporting Person: Larsen Kendall (Director, President & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-06-14	Common Stock	A	26667	$0.00	Acquired	6409711	Direct
2021-06-14	Common Stock	A	13333	$0.00	Acquired	563118	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-06-14	Stock Option (Right to Buy)	$4.59	A	40000	Acquired	2031-06-14	Common Stock (40000)	Direct
2021-06-14	Stock Option (Right to Buy)	$4.59	A	55000	Acquired	2031-06-14	Common Stock (55000)	Direct
2021-06-14	Stock Option (Right to Buy)	$4.59	A	20000	Acquired	2031-06-14	Common Stock (20000)	Indirect
2021-06-14	Stock Option (Right to Buy)	$4.59	A	44000	Acquired	2031-06-14	Common Stock (44000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	613530	Indirect
Common Stock	300000	Indirect

Footnotes

F1: Twenty-five percent (25%) of the Restricted Stock Units ("RSUs") will vest on the one (1) year anniversary of the grant date, and twenty-five percent (25%) of the RSUs will vest each year thereafter on the same day as the grant date, subject to Participant continuing to be a Service Provider (as defined in the Company's 2013 Equity Incentive Plan (the "Plan")) through each such date. If a Change in Control (as defined in the Plan) occurs, all of the RSUs then unvested as of the date of the Change in Control will vest immediately prior to the consummation of the Change in Control transaction.

F2: 1/48 of the total number of Shares subject to the Option shall vest and become exercisable on the one- month anniversary of the grant date, and 1/48 of the total number of Shares subject to the Option shall vest and become exercisable on each monthly anniversary thereafter, so long as the individual's continuous status as a Service Provider (as defined in the Plan) has not terminated prior to each such date. If a Change in Control (as defined in the Plan) occurs, all of the Shares underlying this Option then unvested as of the date of the Change in Control, will vest and become exercisable immediately prior to the consummation of the Change in Control transaction.