SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* Koch Icon Investments, LLC (Last) (First) (Middle) 4111 E. 37TH STREET NORTH (Street) WICHITA KS 67220 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/22/2022	3. Issuer Name and Ticker or Trading Symbol Getty Images Holdings, Inc. [ GETY ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 07/22/2022
			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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Earnout Shares	(1)	(1)	Class A Common Stock	14,563,505(2)	(1)	D(3)

1. Name and Address of Reporting Person* Koch Icon Investments, LLC (Last) (First) (Middle) 4111 E. 37TH STREET NORTH (Street) WICHITA KS 67220 (City) (State) (Zip)

1. Name and Address of Reporting Person* KOCH INDUSTRIES INC (Last) (First) (Middle) 4111 E. 37TH STREET NORTH (Street) WICHITA KS 67220 (City) (State) (Zip)

Explanation of Responses:

1. Pursuant to the Business Combination Agreement, dated as of December 9, 2021, among Getty Images Holdings, Inc. (the "Issuer") and certain other parties (the "Agreement"), Koch Icon Investments, LLC ("Koch Icon") has the contingent right to receive a pro rata amount of Class A common stock of the Issuer (the "Class A Common Stock") in each of three earnout periods, if at any time during the 10 year period following July 22, 2022 the volume weighted average price of a Class A Common Stock is greater than or equal to, for any 20 trading days within any 30 consecutive trading day period (an "earnout period"): $12.50 for the first earnout period; $15.00 for the second earnout period; and $17.50 for the third earnout period as adjusted pursuant to the Agreement.

2. In accordance with Instruction 8(a) to Form 3, this amendment is filed solely to add the line of information to Table II included here; as provided in that instruction, the remainder of the information in the original filing is not restated in this amendment, and no other amendment is made to the original filing.

3. Koch Icon is beneficially owned by Koch Equity Development LLC ("Koch Equity"), Koch Equity is beneficially owned by Koch Investments Group, LLC ("KIG"), KIG is beneficially owned by Koch Investments Group Holdings, LLC ("KIGH"), and KIGH is beneficially owned by Koch Industries, Inc. ("Koch Industries"), in each case by means of ownership of all voting equity instruments. Koch Industries, Koch Equity, KIG, and KIGH may be deemed to beneficially own the shares of Class A Common Stock of the Issuer held by Koch Icon by virtue of (i) Koch Industries' beneficial ownership of KIGH, (ii) KIGH's beneficial ownership of KIG, (iii) KIG's beneficial ownership of Koch Equity and (iv) Koch Equity's beneficial ownership of Koch Icon.

Remarks:

Michael Harris and Brett Watson serve on the Issuer's board of directors as designees of Koch Icon and, therefore, each of Koch Icon and Koch Industries may be deemed a "director by deputization" of the Issuer.

	Koch Icon Investments, LLC, /s/ Raffaele G. Fazio, Vice President and Secretary	07/27/2022
	Koch Industries, Inc., /s/ Raffaele G. Fazio, Assistant Secretary	07/27/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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