0000896841-23-000037.txt : 20230317 0000896841-23-000037.hdr.sgml : 20230317 20230317171435 ACCESSION NUMBER: 0000896841-23-000037 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230315 FILED AS OF DATE: 20230317 DATE AS OF CHANGE: 20230317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gayron Kenneth L CENTRAL INDEX KEY: 0001669103 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36254 FILM NUMBER: 23743787 MAIL ADDRESS: STREET 1: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 34212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AVID TECHNOLOGY, INC. CENTRAL INDEX KEY: 0000896841 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 042977748 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 978-640-6789 MAIL ADDRESS: STREET 1: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: AVID TECHNOLOGY INC DATE OF NAME CHANGE: 19930203 4 1 wf-form4_167908766374090.xml FORM 4 X0306 4 2023-03-15 0 0000896841 AVID TECHNOLOGY, INC. AVID 0001669103 Gayron Kenneth L 75 BLUE SKY DRIVE BURLINGTON MA 01803 0 1 0 0 EVP, CFO & Corp Treasurer Common Stock 2023-03-15 4 F 0 2933 28.67 D 308932 D Common Stock 2023-03-15 4 M 0 25415 28.67 A 334347 D Common Stock 2023-03-15 4 A 0 12707 0 A 347054 D Common Stock 2023-03-15 4 F 0 16901 28.67 D 330153 D Common Stock 2023-03-15 4 F 0 891 28.67 D 329262 D Common Stock 2023-03-15 4 M 0 8046 28.67 A 337308 D Common Stock 2023-03-15 4 A 0 4023 0 A 341331 D Common Stock 2023-03-15 4 F 0 5350 28.67 D 335981 D Common Stock 2023-03-16 4 F 0 2723 29.29 D 333258 D Common Stock 2023-03-15 4 M 0 6143 28.67 A 339401 D Common Stock 2023-03-15 4 F 0 2723 28.67 D 336678 D Common Stock 2023-03-15 4 A 0 20055 0 A 356733 D Performance Rights (Restricted Stock Units) 28.67 2023-03-15 4 M 0 25415 0 D 2023-03-15 2023-03-15 Common Stock 25415.0 0 D Performance Rights (Restricted Stock Units) 28.67 2023-03-15 4 M 0 8046 0 D 2023-03-15 2024-03-15 Common Stock 8046.0 8045 D Performance Rights (Restricted Stock Units) 28.67 2023-03-15 4 M 0 6143 0 D 2023-03-15 2025-03-15 Common Stock 6143.0 12286 D Performance Rights (Restricted Stock Units) 2023-03-15 4 A 0 20055 0 A 2026-03-15 Common Stock 20055.0 20055 D Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of 8.33% of the restricted stock units awarded on March 15, 2020. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents the number of shares issued as a result of the vesting of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2020 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. Represents the number of additional shares issued as a result of the vesting at 150% of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2020 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of the performance-based restricted stock units awarded on March 15, 2020. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of 8.33% of the restricted stock units awarded on March 15, 2021. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents the number of shares issued as a result of the vesting of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2021 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. Represents the number of additional shares issued as a result of the vesting at 150% of performance-based restricted stock units based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2021 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of the performance-based restricted stock units awarded on March 15, 2021. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 16, 2023 of 33.33% of the restricted stock units awarded on March 16, 2022. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents the number of shares issued as a result of the vesting of performance-based restricted stock units awarded on March 16, 2022 based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index from March 15, 2022 to March 15, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on March 15, 2023 of the performance-based restricted stock units awarded on March 16, 2022. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents an award of restricted stock units that will vest on a time-based vesting schedule as follows: 33.33% on the first anniversary of the grant date of March 15, 2023, and the remaining 66.66% in equal 8.33% installments every 3 months thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision requiring the withholding of shares by the Issuer to pay the required withholding taxes due on the vesting date. Represents an award of restricted stock units which vest on a performance-based schedule based on the Issuer's relative total shareholder return (rTSR) to the Russell 2000 index in 2024, 2025, and 2026. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the required withholding taxes due on each such vesting date. /s/ Jacob Adams as Attorney-in-Fact for Kenneth L Gayron 2023-03-17 EX-24 2 poagayron.htm GAYRON POA 03-10-22
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
       Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of
Alessandra Melloni, Jacob Adams and John LaMountain signing singly and each acting individually, as
the undersigned's true and lawful attorney-in-fact with full power and authority as hereinafter described
to:
       (1)    execute for and on behalf of the undersigned, in the undersigned's capacity as an officer
and/or director of Avid Technology, Inc. (the "Company"), Forms 3, 4, and 5 (including any amendments
thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder
(the "Exchange Act");
       (2)    do and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and
execute any amendment or amendments thereto, and timely deliver and file such form with the United
States Securities and Exchange Commission and any stock exchange or similar authority;
       (3)    seek or obtain, as the undersigned's representative and on the undersigned's behalf,
information regarding transactions in the Company's securities from any third party, including brokers,
employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person
to release any such information to such attorney-in-fact and approves and ratifies any such release of
information; and
       (4)    take any other action of any type whatsoever in connection with the foregoing which, in
the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
       The undersigned hereby grants to each such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully
do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request
of the undersigned, are not assuming nor relieving, nor is the Company assuming nor relieving, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.  The undersigned
acknowledges that neither the Company nor the foregoing attorneys-in-fact assume (i) any liability for the
undersigned's responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the
undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the
undersigned for profit disgorgement under Section 16(b) of the Exchange Act.
       This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorneys-in-fact.
       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as
of this 10th day of March, 2022.


/s/ Kenneth Gayron