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^*

Gunter Matthew Scott

(Last)

(First)

(Middle)

C/O SELECTQUOTE, INC.

6800 WEST 115TH STREET, SUITE 2511

(Street)

OVERLAND PARK

66211

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SelectQuote, Inc. [ SLQT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2022

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, par value $0.01 per share	08/01/2022		M		562	A	$0	375,837	D
Common Stock, par value $0.01 per share	08/01/2022		M		940	A	$0	376,777	D
Common Stock, par value $0.01 per share	08/01/2022		F		428⁽¹⁾	D	$0	376,349	D
Common Stock, par value $0.01 per share								29,948	I	By Bowen Investments, LLC⁽²⁾

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⁽³⁾	⁽⁴⁾	08/01/2022		A		30,303		⁽⁵⁾	08/01/2032	Common Stock, par value $0.01 per share	30,303	$0	30,303	D
Price-Vested Restricted Stock Units⁽⁶⁾	⁽⁷⁾	08/01/2022		A		73,334		⁽⁸⁾	08/01/2027	Common Stock, par value $0.01 per share	73,334	$0	73,334	D
Restricted Stock Units⁽³⁾	⁽⁴⁾	08/01/2022		M			562	⁽⁹⁾	08/01/2030	Common Stock, par value $0.01 per share	562	$0	1,125	D
Restricted Stock Units⁽³⁾	⁽⁴⁾	08/01/2022		M			940	⁽⁹⁾	08/01/2031	Common Stock, par value $0.01 per share	940	$0	2,819	D

Explanation of Responses:

1. Represents shares surrendered to the issuer to satisfy withholding taxes owed upon the vesting of restricted stock units previously granted to the recipient pursuant to the 2020 Omnibus Incentive Plan (the "Plan") of SelectQuote, Inc. (the "Company").

2. Beneficially owned by Mr. Gunter through Bowen Investments, LLC, an investment company in which he owns a 15% ownership stake. Mr. Gunter disclaims beneficial ownership of all of the shares held by Bowen Investments, LLC, except to the extent of his pecuniary interest therein.

3. Represents restricted stock units of the Company granted to the recipient pursuant to the Plan.

4. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock, par value $0.01 per share.

5. The restricted stock units vest ratably in three annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date.

6. Represents price-vested restricted stock units of the Company ("PVUs") granted to the recipient pursuant to the Plan.

7. Each PVU represents the contingent right to receive one share of the Company's common stock, par value $0.01 per share, upon the Company's common stock reaching certain predetermined average trading prices, subject to applicable vesting conditions.

8. The PVUs are eligible to vest in three ratable annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date. Subject to this vesting schedule, one-fourth of the total number of PVUs granted will vest, if at all, upon the 60-day average closing price of the Company's common stock reaching each of $4.00, $7.50, $10.00, and $12.50 during the five-year performance period.

9. The restricted stock units vest ratably in four annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date.

Remarks:

Chief Customer Experience Officer; Investor Relations

	/s/ Daniel A. Boulware, Attorney-in-Fact	08/03/2022
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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