4//SEC Filing
Searchlight Capital II, L.P. 4
Accession 0000899243-21-020942
CIK 0001794669other
Filed
May 26, 8:00 PM ET
Accepted
May 27, 7:47 PM ET
Size
31.6 KB
Accession
0000899243-21-020942
Insider Transaction Report
Form 4
Transactions
- Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying) - Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes)
Transactions
- Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote)
Searchlight Capital II, L.P.
10% Owner
Transactions
- Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying) - Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)
Searchlight Capital II PV, L.P.
10% Owner
Transactions
- Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote)
Searchlight II GWN, L.P.
10% Owner
Transactions
- Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying)
Searchlight II GWN GP, LLC
10% Owner
Transactions
- Conversion
Class A Common Stock
2021-05-25+292,560→ 292,560 total(indirect: See footnotes) - Other
Class B Common Stock
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes) - Conversion
Class C Common Stock
2021-05-25−339,318→ 2,796,794 total(indirect: See footnotes) - Conversion
Class A Common Stock
2021-05-25+339,318→ 631,878 total(indirect: See footnotes) - Sale
Class A Common Stock
2021-05-25$94.68/sh−7,313$692,404→ 0 total(indirect: See footnote) - Conversion
LLC Interests
2021-05-25−292,560→ 2,411,388 total(indirect: See footnotes)→ Class A Common Stock (292,560 underlying) - Sale
Class A Common Stock
2021-05-25$91.10/sh−572,000$52,109,200→ 59,878 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$92.99/sh−32,737$3,044,348→ 27,141 total(indirect: See footnote) - Sale
Class A Common Stock
2021-05-25$93.67/sh−19,828$1,857,301→ 7,313 total(indirect: See footnote)
Footnotes (10)
- [F1]Represents securities held of record by Searchlight II GWN, L.P.
- [F10]The LLC Interests may be redeemed by Searchlight II GWN, L.P. at any time for shares of the Issuer's Class A Common Stock on a 1-to-1 basis.
- [F2]Searchlight II GWN GP, LLC is the general partner of Searchlight II GWN, L.P. and may be deemed to share beneficial ownership over the securities held of record by Searchlight II GWN, L.P. Searchlight Capital Partners II GP, LLC is the general partner of Searchlight Capital Partners II GP, LP, which is the general partner of Searchlight Capital II PV, L.P., Searchlight Capital II, L.P. and the members of Searchlight II GWN GP, LLC. As such, each of Searchlight Capital Partners II GP, LLC and Searchlight Capital Partners II GP, LP may be deemed to share beneficial ownership over the securities held of record by each of Searchlight Capital II PV, L.P., Searchlight Capital II, L.P. and Searchlight II GWN, L.P.
- [F3]Reflects the cancellation for no consideration of Class B Common Stock in connection with the conversion of the LLC Interests in to Class A Common Stock.
- [F4]Securities are held of record by Searchlight Capital II, L.P.
- [F5]Following the transactions reported herein, represents 226,773 Class C Common Stock held of record by Searchlight Capital II, L.P. and 2,570,021 Class C Common Stock held directly by Searchlight Capital II PV, L.P.
- [F6]Following the conversion of shares, represents 27,512 Class A Common Stock held of record by Searchlight Capital II, L.P., 311,806 Class A Common Stock held of record by Searchlight Capital II PV, L.P. and 292,560 Class A Common Stock held of record by Searchlight II GWN, L.P.
- [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.40 to $93.39. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.41 to $94.405. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F9]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.45 to $94.785. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Documents
Issuer
Shift4 Payments, Inc.
CIK 0001794669
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001648706
Filing Metadata
- Form type
- 4
- Filed
- May 26, 8:00 PM ET
- Accepted
- May 27, 7:47 PM ET
- Size
- 31.6 KB