SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hantman Peter

(Last)

(First)

(Middle)

9600 GREAT HILLS TRAIL #300E

(Street)

AUSTIN

78759

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
E2open Parent Holdings, Inc. [ ETWO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
05/22/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/23/2023		M		80,309	A	⁽¹⁾	224,115	D
Class A Common Stock	05/23/2023		F		33,651	D	$4.47	190,464	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	05/22/2023		M			28,164	⁽²⁾	⁽²⁾	Class A Common Stock	28,164	⁽²⁾	56,329	D
Restricted Stock Units	⁽³⁾	05/22/2023		M			4,694	⁽³⁾	⁽³⁾	Class A Common Stock	4,694	⁽³⁾	14,086	D
Restricted Stock Unit	⁽⁴⁾	05/22/2023		M			24,695	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	24,695	⁽⁴⁾	49,395	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of ETWO common stock.

2. Each restricted stock unit represented a contingent right to receive a share of ETWO common stock based on a three-year time-based vesting schedule. On May 21, 2023, the first third of the RSUs vested. As May 21, 2023 was a Sunday, the official vesting event occurred on May 22, 2023. The remaining 2/3s of the RSUs will vest on May 21, 2024, and 2025 subject to continued employment with E2open.

3. Each restricted stock unit represented a contingent right to receive a share of ETWO common stock based on performance, which was previously disclosed, and a four-year time-based vesting schedule. On May 21, 2023, the first quarter of the RSUs vested. As May 21, 2023 was a Sunday, the official vesting event occurred on May 22, 2023. The remaining 3/4ths of the RSUs will vest on May 21, 2024, 2025 and 2026 subject to continued employment with E2open.

4. Each restricted stock unit represented a contingent right to receive a share of ETWO common stock based on performance, which was previously disclosed, and a four-year time-based vesting schedule. On May 21, 2023, the second quarter of the RSUs vested. As May 21, 2023 was a Sunday, the official vesting event occurred on May 22, 2023. The remaining RSUs will vest on May 21, 2024 and 2025 subject to continued employment with E2open.

Remarks:

	/s/ Jennifer S. Grafton by Power of Attorney	05/24/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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