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*
Stinchcomb Clinton Larry

(Last) (First) (Middle)
8484 GEORGIA AVE., SUITE 700

(Street)
SILVER SPRING MD 20910

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CuriosityStream Inc. [ CURI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
07/15/2025
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)
Code V Amount (A) or (D) Price
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1)(2) 07/15/2025 A 2,400,000 (1)(2) (1)(2) Common Stock 2,400,000 $0 2,400,000 D
Explanation of Responses:
1. On July 15, 2025, the Company granted Mr. Stinchcomb 2,400,000 restricted stock units (RSUs) with tandem dividend equivalent rights under the 2020 Omnibus Incentive Plan. Each RSU represents the right to receive one share of common stock. The RSUs granted are performance-based, subject to the Company's achieving certain stock price or financial performance goals. All vesting is subject to continued employment on the applicable vesting date and any RSUs not earned during the term of Mr. Stinchcomb's employment agreement will be cancelled. The dividend equivalents entitle Mr. Stinchcomb to payout of dividends accrued on each unvested RSU to the extent such RSUs vest and are distributed under the Agreement.
2. The RSUs granted will vest in four equal tranches of 600,000 each upon the date the Board determines that the applicable performance condition has been achieved: (i) the Company common stock achieves a 10 day volume weighted average price (VWAP) of $6.50, or the Company achieves 35% year over year revenue growth for the period January 1 through June 30, 2025, compared to the same period in 2024; (ii) the common stock achieves a 10-day VWAP of $7.50, or the Company achieves 40% revenue growth and 35% adjusted free cash flow growth for the full year 2025 compared to 2024; (iii) the common stock achieves a 10-day VWAP of $9.50; and (iv) the common stock achieves a 10-day VWAP of $11.50.
Remarks:
/s/ Talha Sarhandi as attorney-in-fact for Clint Stinchcomb 07/16/2025
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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