Filing Details
- Accession Number:
- 0001209191-21-020960
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-03-16 17:31:58
- Reporting Period:
- 2021-03-15
- Accepted Time:
- 2021-03-16 17:31:58
- 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 |
|---|---|---|---|---|---|---|---|
| 1738212 | Burton Robert Harvey | 40 Burton Hills Blvd. Suite 415 Nashville TN 37215 | Yes | No | 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 | 2021-03-15 | 110,000 | $0.00 | 110,000 | No | 4 | C | Indirect | By CCSD II, L.P. |
| Class A Common Stock, Par Value $0.0001 Per Share | Acquisiton | 2021-03-15 | 76,000 | $0.00 | 76,000 | No | 4 | C | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| Class A Common Stock, Par Value $0.0001 Per Share | Acquisiton | 2021-03-15 | 14,000 | $0.00 | 14,000 | No | 4 | C | Indirect | By CF i3 Corporation |
| Class A Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 110,000 | $32.83 | 0 | No | 4 | S | Indirect | By CCSD II, L.P. |
| Class A Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 76,000 | $32.83 | 0 | No | 4 | S | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| Class A Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 14,000 | $32.83 | 0 | No | 4 | S | Indirect | By CF i3 Corporation |
| Class B Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 110,000 | $0.00 | 41,910 | No | 4 | J | Indirect | By CCSD II, L.P. |
| Class B Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 76,000 | $0.00 | 28,012 | No | 4 | J | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| Class B Common Stock, Par Value $0.0001 Per Share | Disposition | 2021-03-15 | 14,000 | $0.00 | 4,687 | No | 4 | J | Indirect | By CF i3 Corporation |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | By CCSD II, L.P. |
| No | 4 | C | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| No | 4 | C | Indirect | By CF i3 Corporation |
| No | 4 | S | Indirect | By CCSD II, L.P. |
| No | 4 | S | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| No | 4 | S | Indirect | By CF i3 Corporation |
| No | 4 | J | Indirect | By CCSD II, L.P. |
| No | 4 | J | Indirect | By Claritas Capital Specialty Debt Fund, LP |
| No | 4 | J | Indirect | By CF i3 Corporation |
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 | Common Units | Disposition | 2021-03-15 | 110,000 | $0.00 | 110,000 | $0.00 |
| Class A Common Stock, Par Value $0.0001 Per Share | Common Units | Disposition | 2021-03-15 | 76,000 | $0.00 | 76,000 | $0.00 |
| Class A Common Stock, Par Value $0.0001 Per Share | Common Units | Disposition | 2021-03-15 | 14,000 | $0.00 | 14,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 41,910 | No | 4 | C | Indirect | ||
| 28,012 | No | 4 | C | Indirect | ||
| 4,687 | No | 4 | C | Indirect |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class B Common Stock, Par Value $0.0001 Per Share | 11,716 | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Stock, Par Value $0.0001 Per Share | Common Units | $0.00 | 11,716 | 11,716 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 11,716 | 11,716 | Direct |
Footnotes
- Represents shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of i3 Verticals, Inc. (the "Issuer") that were obtained upon a redemption of an equal number of common units in i3 Verticals, LLC (the "Common Units").
- Represents shares of Class A Common Stock held by CCSD II, L.P. ("CCSD"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents shares of Class A Common Stock held by Claritas Capital Specialty Debt Fund, L.P. ("Claritas"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents shares of Class A Common Stock held by CF i3 Corporation ("CF"), of which the Reporting Person serves as an officer. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of the Common Units for shares of Class A Common Stock of the Issuer.
- Represents shares of Class B Common Stock held by CCSD. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents shares of Class B Common Stock held by Claritas. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents shares of Class B Common Stock held by CF. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- The Common Units may be redeemed by the holder at any time 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 redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.
- Represents Common Units held by CCSD. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents Common Units held by Claritas. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- Represents Common Units held by CF. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
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