Filing Details
- Accession Number:
- 0001628280-18-008355
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-06-25 21:33:22
- Reporting Period:
- 2018-06-25
- Accepted Time:
- 2018-06-25 21:33:22
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1728688 | I3 Verticals Inc. | IIIV | Services-Business Services, Nec (7389) | 824052852 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1737439 | Paul Maple | 40 Burton Hills Boulevard Suite 415 Nashville TN 37215 | General Counsel And Secretary | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock, Par Value $0.0001 Per Share | Acquisiton | 2018-06-25 | 5,769 | $13.00 | 5,769 | No | 4 | P | Direct | |
| Class B Common Stock, Par Value $0.0001 Per Share | Acquisiton | 2018-06-25 | 27,894 | $0.00 | 27,894 | No | 4 | J | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | P | Direct | |
| No | 4 | J | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock, Par Value $0.0001 Per Share | Stock Option (Right to Buy) | Acquisiton | 2018-06-25 | 100,000 | $0.00 | 100,000 | $13.00 |
| Class A Common Stock, Par Value $0.0001 Per Share | Common Units | Acquisiton | 2018-06-25 | 27,894 | $0.00 | 27,894 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 100,000 | 2028-06-25 | No | 4 | A | Direct | |
| 27,894 | No | 4 | J | Direct |
Footnotes
- Represents shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), purchased under i3 Verticals, Inc.'s (the "Issuer") Directed Share Program using personal funds.
- Pursuant to the Reorganization Transactions (as defined in the Issuer's) Registration Statement on Form S-1, as amended (File No. 333-225214) (the "Registration Statement")) as part of the Issuer's initial public offering ("IPO"), the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued common units in i3 Verticals, LLC (each a "Common Unit") together with an equal number of shares of Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), in the Issuer. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof and (iii) may only be issued, on a one-for-one basis, to the holders of Common Units.
- The option vests ratably in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continued service with the Issuer.
- The vested Common Units may be redeemed by the Reporting Person at any time following the closing of the Issuer's IPO for an equal number of shares of Class A common stock or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon the Reporting Person's redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled.
- Pursuant to the Reorganization Transactions (as defined in the Registration Statement) as part of the Issuer's IPO, the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued Common Units together with an equal number of Class B Common Stock, in the Issuer.
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