Filing Details
- Accession Number:
- 0001104659-15-081149
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-11-24 16:52:41
- Reporting Period:
- 2015-11-24
- Filing Date:
- 2015-11-24
- Accepted Time:
- 2015-11-24 16:52:41
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1512673 | Square Inc. | SQ | Services-Prepackaged Software (7372) | 800429876 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1226358 | Suhail Rizvi | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1569633 | Rizvi Traverse Management, Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1590805 | John Giampetroni | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1599640 | Rt-Sq Secondary, Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1600441 | Rt-Sq Ts, Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1622134 | Rt Sq Co-Invest Ii Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1658427 | Rt Sq Special Opportunities, Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No | |
1658591 | Rizvi Traverse Ci Gp, Llc | 260 East Brown Street Suite 380 Birmingham MI 48009 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2015-11-24 | 999,998 | $0.00 | 999,998 | No | 4 | C | Indirect | See footnote |
Common Stock | Disposition | 2015-11-24 | 999,998 | $0.00 | 0 | No | 4 | J | Indirect | See footnote |
Common Stock | Disposition | 2015-11-24 | 902,150 | $0.00 | 0 | No | 4 | J | Indirect | See footnote |
Common Stock | Disposition | 2015-11-24 | 628,960 | $0.00 | 0 | No | 4 | J | Indirect | See footnote |
Class A Common Stock | Acquisiton | 2015-11-24 | 750,000 | $9.00 | 750,000 | No | 4 | P | Indirect | See footnote |
Class A Common Stock | Disposition | 2015-11-24 | 750,000 | $0.00 | 0 | No | 4 | J | Indirect | See footnote |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See footnote |
No | 4 | J | Indirect | See footnote |
No | 4 | J | Indirect | See footnote |
No | 4 | J | Indirect | See footnote |
No | 4 | P | Indirect | See footnote |
No | 4 | J | Indirect | See footnote |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series E Preferred Stock | Disposition | 2015-11-24 | 485,014 | $0.00 | 999,998 | $0.00 |
Class A Common Stock | Class B Common Stock | Acquisiton | 2015-11-24 | 999,998 | $0.00 | 999,998 | $0.00 |
Class A Common Stock | Class B Common Stock | Acquisiton | 2015-11-24 | 902,150 | $0.00 | 902,150 | $0.00 |
Class A Common Stock | Class B Common Stock | Acquisiton | 2015-11-24 | 628,960 | $0.00 | 628,960 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect | ||
999,998 | No | 4 | J | Indirect | ||
902,150 | No | 4 | J | Indirect | ||
628,960 | No | 4 | J | Indirect |
Footnotes
- The Series E Preferred Stock automatically converted into Common Stock on a 1:2.0618 basis immediately prior to the closing of the Issuer's initial public offering, and had no expiration date.
- Shares held directly by RT SQ Co-Invest II, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Co-Invest II, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Co-Invest II, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Co-Invest II, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
- Shares held directly by RT SQ Secondary, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Secondary, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Secondary, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Secondary, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- Shares held directly by RT-SQ TS, LLC. Rizvi Traverse CI GP, LLC (the manager of RT-SQ TS, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and shared investment power over the securities held by RT-SQ TS, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT-SQ TS, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- Shares held directly by RT SQ Special Opportunities, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Special Opportunities, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Special Opportunities, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Special Opportunities, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- The transaction reported on this line represents a pro rata liquidating distribution, and not a purchase or sale of securities, by RT SQ Special Opportunities, LLC, to its members without consideration.
- Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.