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Filing Details

Accession Number:: 0001387131-20-005140
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-05-22 16:33:24
Reporting Period:: 2020-05-20

Accepted Time:: 2020-05-22 16:33:24
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1712923	Greensky Inc.	GSKY	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
860866	David Bonderman	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	No	No	No	Yes
1099776	G James Coulter	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	No	No	No	Yes
1631279	Tpg Growth Ii Advisors, Inc.	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	No	No	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-05-20	26,147	$0.00	1,284,124	No	4	C	Indirect	See Explanation of Responses
Class A Common Stock	Disposition	2020-05-20	31,553	$4.23	1,252,571	No	4	S	Indirect	See Explanation of Responses
Class A Common Stock	Acquisiton	2020-05-21	120,391	$0.00	1,372,962	No	4	C	Indirect	See Explanation of Responses
Class A Common Stock	Disposition	2020-05-21	145,285	$4.07	1,227,677	No	4	S	Indirect	See Explanation of Responses

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses
No	4	C	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Common Membership Interests and Class B Common Stock	Disposition	2020-05-20	26,147	$0.00	26,147	$0.00
Class A Common Stock	Common Membership Interests and Class B Common Stock	Disposition	2020-05-21	120,391	$0.00	120,391	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
6,057,716			No	4	C	Indirect
5,937,325			No	4	C	Indirect

Footnotes

David Bonderman and James G. Coulter are the sole shareholders of TPG Growth II Advisors, Inc., which is the general partner of each of (i) TPG Growth II BDH, L.P., which directly holds 1,227,677 shares of Class A Common Stock ("Class A Shares") of GreenSky, Inc. (the "Issuer"), and (ii) TPG Georgia Holdings, L.P. ("TPG Georgia" and, together with TPG Growth II BDH, L.P., the "TPG Funds"), which directly holds 5,937,325 common membership interests (the "Units") of GreenSky Holdings, LLC and 5,937,325 shares of Class B Common Stock ("Class B Shares") of the Issuer.
Pursuant to the terms of the Exchange Agreement dated May 23, 2018, TPG Georgia may exchange all or a portion of its Units (with automatic cancellation of an equal number of Class B Shares) for Class A Shares on a one-for-one basis, subject to customary adjustments, or, at the option of the Issuer, cash (based on the then-market value of the Class A Shares).
On each of May 20, 2020 and May 21, 2020, TPG Georgia exchanged 26,147 Units and 120,391 Units, respectively (with automatic cancellation of an equal number of Class B Shares), for Class A Shares on a one-for-one-basis.
The price reported in Column 4 is a weighted average price. These Class A Shares were sold in multiple transactions at prices ranging from $4.16 to $4.49, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of Class A Shares sold at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. These Class A Shares were sold in multiple transactions at prices ranging from $4.00 to $4.27, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Commission, upon request, full information regarding the number of Class A Shares sold at each separate price within the range set forth above.
Because of the relationship between the Reporting Persons and the TPG Funds, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each TPG Fund and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such TPG Fund's or such Reporting Person's pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.