Filing Details
- Accession Number:
- 0000899243-21-014297
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-03-31 21:36:34
- Reporting Period:
- 2021-03-29
- Accepted Time:
- 2021-03-31 21:36:34
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1793659 | Rush Street Interactive Inc. | RSI | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1480011 | Niccolo Masi De | C/O Rush Street Interactive 900 N. Michigan Avenue, Suite 950 Chicago IL 60611 | 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 | Acquisiton | 2021-03-29 | 3,337,500 | $11.50 | 3,337,500 | No | 4 | M | Indirect | See Footnote |
Class A Common Stock | Disposition | 2021-03-29 | 2,051,596 | $18.71 | 1,285,904 | No | 4 | D | Indirect | See Footnote |
Class A Common Stock | Disposition | 2021-03-29 | 70,000 | $15.57 | 1,215,904 | No | 4 | S | Indirect | See Footnote |
Class A Common Stock | Disposition | 2021-03-30 | 552,500 | $15.01 | 663,404 | No | 4 | S | Indirect | See Footnote |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | M | Indirect | See Footnote |
No | 4 | D | Indirect | See Footnote |
No | 4 | S | Indirect | See Footnote |
No | 4 | S | Indirect | See Footnote |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Private Placement Warrants (right to buy) | Disposition | 2021-03-29 | 3,337,500 | $0.00 | 3,337,500 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | 2021-01-28 | 2025-12-29 | No | 4 | M | Indirect |
Footnotes
- On March 29, 2021, Isalea Investments LP, exercised 3,337,500 warrants (the "Private Placement Warrants"), on a cashless basis pursuant to the Warrant Agreement, dated as of February 20, 2020, by and between the Issuer and Continental Stock Transfer & Trust Company (the "Warrant Agreement"), with each Private Placement Warrant exercisable for one share of Class A common stock per Private Placement Warrant at a price of $11.50 per share. The disposition of Common Stock in connection with the cashless exercise was exempted pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended, by resolution of the board of directors of the Issuer prior to the disposition.
- These shares are held directly by Isalea Investments LP, of which the Reporting Person is the Managing Member. The Reporting Person may be deemed to have beneficial ownership of the shares held directly by Isalea Investments LP. The Reporting Person disclaims beneficial ownership of such shares, and this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 or for any other purpose.
- The Class A common stock was sold by Isalea Investments LP in open market transactions on the transaction date, with a weighted average price of $15.5653. The range of the sale price on the transaction date was $15.25 to $16.215 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- The Class A common stock was sold by Isalea Investments LP in open market transactions on the transaction date, with a volume weighted average price of $15.0108. The range of the sale price on the transaction date was $15.00 to $15.45 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- These Private Placement Warrants are held directly by Isalea Investments LP, of which the Reporting Person is the Managing Member. The Reporting Person may be deemed to have beneficial ownership of the Private Placement Warrants held directly by Isalea Investments LP. The Reporting Person disclaims beneficial ownership of such Private Placement Warrants, and this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of the Private Placement Warrants for purposes of Section 16 or for any other purpose.
- The number of shares issuable upon a cashless exercise is determined, in accordance with Section 3.3.1(c) of the Warrant Agreement by dividing (x) the product of the number of shares of Class A common stock underlying the Private Placement Warrants multiplied by the difference between $11.50 and the Fair Market Value by (y) the Fair Market Value. For this purpose, the "Fair Market Value" is equal to the average closing price of the Issuer's Class A common stock for the ten (10) trading days ending on the third trading day prior to March 25, 2021. The Issuer has calculated the Fair Market Value to be $18.708.