ex24-02092021_060215.htm

0001415889-21-000619.txt : 20210209 0001415889-21-000619.hdr.sgml : 20210209 20210209214022 ACCESSION NUMBER: 0001415889-21-000619 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200312 FILED AS OF DATE: 20210209 DATE AS OF CHANGE: 20210209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Farrell David M CENTRAL INDEX KEY: 0001793761 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37931 FILM NUMBER: 21608944 MAIL ADDRESS: STREET 1: GTY TECHNOLOGY HOLDINGS INC. STREET 2: 1180 NORTH TOWN CENTER DRIVE, SUITE 100 CITY: LAS VEGAS STATE: NV ZIP: 89144 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GTY Technology Holdings Inc. CENTRAL INDEX KEY: 0001682325 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1180 NORTH TOWN CENTER DRIVE, STREET 2: SUITE 100 CITY: LAS VEGAS STATE: NV ZIP: 89144 BUSINESS PHONE: (702) 945-2700 MAIL ADDRESS: STREET 1: 1180 NORTH TOWN CENTER DRIVE, STREET 2: SUITE 100 CITY: LAS VEGAS STATE: NV ZIP: 89144 4 1 form4-02092021_060215.xml X0306 4 2020-03-12 0001682325 GTY Technology Holdings Inc. GTYH 0001793761 Farrell David M SUITE 100 LAS VEGAS NV 89144 false true false false COO OF GTY AND CEO OF SHERPA Common Stock 2020-04-27 4 J 0 252723 A 352723 D Performance Restricted Stock Units 2020-03-12 4 D 0 25000 0 D Common stock 50000 50000 D 252,723 shares of common stock reported on this Form 4 were distributed to the Reporting Person pursuant to the Unit Purchase Agreement, dated September 12, 2018, by and among Sherpa Government Solutions LLC, GTY Cayman, the Sherpa Holders named therein and the Sherpa Holders' Representative named, as amended, as a result of an earnout in connection with the period ended December 31, 2019. Each performance based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's common stock. If certain performance criteria are met and the Reporting Person remains employed by the Issuer on such date, the PRSUs will vest on February 19, 2022. The PRSUs may be settled in shares of the Issuer's common stock or cash. On March 12, 2020, one third of the PRSUs were forfeited due to the failure of the Reporting Person to achieve the performance objective for the relevant performance period. The earnout payment and forfeiture of PRSUs are being reported late due to inadvertent administrative error. See Exhibit 24.1 - Power of Attorney. /s/ Jon C. Bourne, Attorney-in-Fact 2021-02-09 EX-24 2 ex24-02092021_060215.htm ex24-02092021_060215.htm

POWER OF ATTORNEY

The undersigned constitutes and appoints John Curran, Jon Bourne and Justin Kerr, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

sign any and all SEC statements of beneficial ownership of securities of GTY Technology Holdings Inc. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

A copy of this power of attorney shall be filed with the SEC. The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC.

/s/ David Farrell_________________________

Name:

David Farrell

Date:

2/9/2021