0001127602-23-015459.txt : 20230512 0001127602-23-015459.hdr.sgml : 20230512 20230512164734 ACCESSION NUMBER: 0001127602-23-015459 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230510 FILED AS OF DATE: 20230512 DATE AS OF CHANGE: 20230512 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAMSEY DAVID L CENTRAL INDEX KEY: 0001113949 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31666 FILM NUMBER: 23916646 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST ADVANTAGE CORP CENTRAL INDEX KEY: 0001210677 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 843884690 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 CONCOURSE PARKWAY NE, SUITE 200 STREET 2: ATTN: BRET T. JARDINE, ESQ. CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 888-314-9761 MAIL ADDRESS: STREET 1: 1 CONCOURSE PARKWAY NE, SUITE 200 STREET 2: ATTN: BRET T. JARDINE, ESQ. CITY: ATLANTA STATE: GA ZIP: 30328 4 1 form4.xml PRIMARY DOCUMENT X0407 4 2023-05-10 0001210677 FIRST ADVANTAGE CORP FA 0001113949 GAMSEY DAVID L C/O FIRST ADVANTAGE CORPORATION 1 CONCOURSE PARKWAY, SUITE 200 ATLANTA GA 30328 1 EVP & Chief Financial Officer 0 Common Stock 559954 D Stock Options (Right to Buy) 15.00 2023-05-10 4 A 0 178473 0 A 2031-06-22 Common Stock 178473 448030 D Includes shares of common stock acquired under the Employee Stock Purchase Plan of First Advantage Corporation (the "Company"). Effective as of May 10, 2023, the Company's Board of Directors approved a modification of the vesting terms of unvested and unearned performance-based awards (the "Modification"), including 180,736 shares of restricted stock that is subject to time- and performance-based vesting conditions, previously reported and included in the above balance. The Modification adds incremental vesting criteria to such restricted stock, which allows such restricted stock to vest into the following number of shares of common stock, based solely on time, as follows, subject to continued service through such date: 36,147 shares on January 31, 2024, 72,294 shares on January 31, 2025, and 72,295 shares on January 31, 2026, while preserving the eligibility to vest earlier upon a future "Realization Event" (as that term is defined in the relevant award agreement). As a result, 100% of such restricted stock will be vested on January 31, 2026 even if no Realization Event occurs prior to such date. The reporting person currently owns 178,473 previously unreported stock options, subject to time- and performance-based vesting criteria. The Modification adds incremental vesting criteria to such stock options, which allows the following number of such stock options to vest, based solely on time, as follows, subject to continued service through such date: 35,694 options on January 31, 2024, 71,389 options on January 31, 2025, and 71,390 options on January 31, 2026, while preserving the eligibility to vest earlier upon a future "Realization Event" (as that term is defined in the relevant award agreement). As a result, 100% of such stock options will be vested on January 31, 2026 even if no Realization Event occurs prior to such date. Includes 269,557 previously reported time-based stock options, with the 89,606 remaining unvested time-based stock options scheduled to vest in equal installments on January 31, 2024 and 2025. /s/ Bret T. Jardine, Attorney-in-Fact 2023-05-12