ThZeal - The Zeal

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reilly James Patrick

(Last)

(First)

(Middle)

C/O RED VIOLET, INC.

2650 N. MILITARY TRAIL, SUITE 300

(Street)

BOCA RATON

33431

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Red Violet, Inc. [ RDVT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/28/2023

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)
Common Stock	11/28/2023		A⁽¹⁾		23,334	A	⁽¹⁾	233,453⁽²⁾⁽³⁾⁽⁴⁾	D
Common Stock	11/28/2023		F⁽⁵⁾		9,882	D	$20.3⁽⁵⁾	223,571⁽²⁾⁽³⁾⁽⁴⁾	D
Common Stock	11/30/2023		A		40,000⁽⁶⁾	A	⁽⁶⁾	263,571⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾	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)

Explanation of Responses:

1. Represents the third vesting of 10,000 restricted stock units (RSUs) of the grant originally approved by the Company's Compensation Committee on November 20, 2020 and the first vesting of 13,334 RSUs of the grant originally approved by the Company's Compensation Committee on October 12, 2022.

2. Includes 10,833 RSUs originally granted on September 24, 2021, convertible into common stock of the issuer on a one-for-one basis, which vests on October 1, 2024, subject to accelerated vesting under certain conditions.

3. Includes 26,666 RSUs originally granted on October 12, 2022, convertible into common stock of the issuer on a one-for-one basis, which vest in two equal installments on each of November 1, 2024 and November 1, 2025, subject to accelerated vesting under certain conditions.

4. Since the date of the reporting person's last ownership report, the reporting person transferred 1,676 shares of Red Violet common stock to his ex-spouse pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any of these securities owned by his ex-wife.

5. Represents the disposition to issuer for tax obligations upon the vesting of RSUs.

6. On November 30, 2023, the reporting person received a grant of 40,000 RSUs convertible into common stock of the issuer on a one-for-one basis, which vest in three equal installments on each of December 1, 2024, December 1, 2025 and December 1, 2026, subject to accelerated vesting under certain circumstances.

Remarks:

	/s/ James Reilly	11/30/2023
	** 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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