FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

1. Name and Address of Reporting Person *

Legion Partners Asset Management, LLC
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/1/2022 

3. Issuer Name and Ticker or Trading Symbol

MOMENTIVE GLOBAL INC. [MNTV]
(Last)        (First)        (Middle)

12121 WILSHIRE BLVD., SUITE 1240
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                          _____ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

LOS ANGELES, CA 90025      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

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

___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock (1)1349274 I By: Legion Partners, L.P. I (2)
Common Stock (1)113371 I By: Legion Partners, L.P. II (3)
Common Stock (1)93767 I By: Legion Partners Special Opportunities, L.P. XVII (4)
Common Stock (1)200 I By: Legion Partners Holdings, LLC (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Call Option (right to buy)  (6)7/15/2022 Common Stock 514700 $12.50 I By: Legion Partners, L.P. I (2)
Call Option (right to buy)  (6)7/15/2022 Common Stock 40300 $12.50 I By: Legion Partners, L.P. II (3)
Call Option (right to buy)  (6)7/15/2022 Common Stock 34700 $12.50 I By: Legion Partners Special Opportunities, L.P. XVII (4)

Explanation of Responses:
(1) This Form 3 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. XVII ("Legion Partners Special XVII"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Christopher S. Kiper and Raymond White (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(2) Legion Partners I directly owns these shares of common stock ("Common Stock") of Momentive Global Inc. (the "Issuer"). General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners I.
(3) Legion Partners II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners II.
(4) Legion Partners Special XVII directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners Special XVII, Legion Partners Asset Management is the investment advisor of Legion Partners Special XVII, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Special XVII.
(5) Legion Partners Holdings directly owns these shares of Common Stock. As managing members of Legion Partners Holdings, Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Holdings.
(6) These options were immediately exercisable but have since expired unexercised in accordance with their terms.

Remarks:
Sagar Gupta, an employee of Legion Partners Asset Management, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed a director by deputization by virtue of its or his representation on the Board of Directors of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Legion Partners Asset Management, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Legion Partners, L.P. I
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Legion Partners, L.P. II
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Legion Partners Special Opportunities, L.P. XVII
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Legion Partners, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Legion Partners Holdings, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


Kiper Christopher S
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X


White Raymond T.
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES, CA 90025
X



Signatures
Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

Legion Partners, L.P. I, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

Legion Partners, L.P. II, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

Legion Partners Special Opportunities, L.P. XVII, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

Legion Partners, LLC, By: Legion Partners Holdings, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

Legion Partners Holdings, LLC, By: /s/ Christopher S. Kiper, Managing Member10/12/2022
**Signature of Reporting PersonDate

/s/ Christopher S. Kiper10/12/2022
**Signature of Reporting PersonDate

/s/ Raymond White10/12/2022
**Signature of Reporting PersonDate


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 5(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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