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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
North Island Ventures, LLC 51 WEST 52ND STREET, 30TH FLOOR NEW YORK, NY 10019 |
X | |||
North Island Holdings I, LP 51 WEST 52ND STREET, 30TH FLOOR C/O NORTH ISLAND VENTURES, LLC NEW YORK, NY 10019 |
X | |||
North Island Holdings I GP, LP 51 WEST 52ND STREET 30TH FLOOR NEW YORK, NY 10019 |
X | |||
North Island L.L.C. C/O GLENN H. HUTCHINS, 51 W 52ND STREET 30TH FLOOR NEW YORK, NY 10019 |
X | |||
West Meadow Group LLC C/O ROBERT GREIFELD, 51 W 52ND ST 30TH FLOOR NEW YORK, NY 10019 |
X | |||
HUTCHINS GLENN H C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK, CA 94025 |
X | X | ||
GREIFELD ROBERT C/O THE NASDAQ STOCK MARKET, INC ONE LIBERTY PLAZA NEW YORK, NY 10006 |
X | X |
NORTH ISLAND HOLDINGS I, LP By: North Island Holdings I GP, LP, its general partner By: North Island Ventures, LLC, its general partner By: /s/ Glenn H. Hutchins Name: Glenn H. Hutchins Title: Chief Executive Officer | 08/10/2017 | |
**Signature of Reporting Person | Date | |
NORTH ISLAND HOLDINGS I GP, LP By: North Island Ventures, LLC, its general partner By: /s/ Glenn H. Hutchins Name: Glenn H. Hutchins Title: Chief Executive Officer | 08/10/2017 | |
**Signature of Reporting Person | Date | |
NORTH ISLAND VENTURES, LLC By: /s/ Glenn H. Hutchins Name: Glenn H. Hutchins Title: Chief Executive Officer | 08/10/2017 | |
**Signature of Reporting Person | Date | |
NORTH ISLAND L.L.C. By: /s/ Glenn H. Hutchins Name: Glenn H. Hutchins Title: Investment Manager | 08/10/2017 | |
**Signature of Reporting Person | Date | |
WEST MEADOW GROUP LLC By: /s/ Robert Greifeld Name: Robert Greifeld Title: Administrative Manager | 08/10/2017 | |
**Signature of Reporting Person | Date | |
GLENN H. HUTCHINS /s/ Glenn H. Hutchins | 08/10/2017 | |
**Signature of Reporting Person | Date | |
ROBERT GREIFELD /s/ Robert Greifeld | 08/10/2017 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On August 10, 2017, pursuant to a privately negotiated investment agreement with the Issuer and a letter agreement, dated July 19, 2017, with the Issuer, North Island Holdings I, LP purchased 338,124 shares of the Issuer's Class A common stock, par value $0.00001 per share for approximately $15.44 per share. |
(2) | These shares are owned directly by North Island Holdings I, LP. |
(3) | The sole general partner of North Island Holdings I, LP is North Island Holdings I GP, LP. The sole general partner of North Island Holdings I GP, LP is North Island Ventures, LLC. Messrs. Hutchins and Greifeld, directly and/or indirectly through North Island L.L.C. and West Meadow Group LLC, respectively, each control 50% of the membership interests in North Island Ventures, LLC. Each of North Island Holdings I GP, LP, North Island Ventures, LLC, North Island L.L.C., and West Meadow Group LLC and Messrs. Hutchins and Greifeld may be deemed to beneficially own the shares beneficially owned by North Island Holdings I, LP, but each (other than the North Island Holdings I, LP to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. |
(4) | The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. |
(5) | Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. |