4//SEC Filing
Crestview IV VC TE Holdings, LLC 4
Accession 0000950142-24-003034
CIK 0000884219other
Filed
Dec 30, 7:00 PM ET
Accepted
Dec 31, 4:04 PM ET
Size
25.8 KB
Accession
0000950142-24-003034
Insider Transaction Report
Form 4
VIAD CORPVVI
Crestview IV VC Holdings, L.P.
Director10% Owner
Transactions
- Conversion
5.5% Series A Convertible Preferred Stock
2024-12-31−135,000→ 0 total(indirect: See Footnotes)→ Common Stock - Conversion
Common Stock
2024-12-31$21.25/sh+6,674,234$141,827,473→ 6,674,234 total(indirect: See Footnotes)
Holdings
- 22,469(indirect: See Footnotes)
Common Stock
Crestview IV VC CI Holdings, L.P.
Director10% Owner
Transactions
- Conversion
Common Stock
2024-12-31$21.25/sh+6,674,234$141,827,473→ 6,674,234 total(indirect: See Footnotes) - Conversion
5.5% Series A Convertible Preferred Stock
2024-12-31−135,000→ 0 total(indirect: See Footnotes)→ Common Stock
Holdings
- 22,469(indirect: See Footnotes)
Common Stock
Crestview Partners IV GP, L.P.
Director10% Owner
Transactions
- Conversion
5.5% Series A Convertible Preferred Stock
2024-12-31−135,000→ 0 total(indirect: See Footnotes)→ Common Stock - Conversion
Common Stock
2024-12-31$21.25/sh+6,674,234$141,827,473→ 6,674,234 total(indirect: See Footnotes)
Holdings
- 22,469(indirect: See Footnotes)
Common Stock
Crestview IV VC TE Holdings, LLC
Director10% Owner
Transactions
- Conversion
Common Stock
2024-12-31$21.25/sh+6,674,234$141,827,473→ 6,674,234 total(indirect: See Footnotes) - Conversion
5.5% Series A Convertible Preferred Stock
2024-12-31−135,000→ 0 total(indirect: See Footnotes)→ Common Stock
Holdings
- 22,469(indirect: See Footnotes)
Common Stock
Crestview Advisors, L.L.C.
Director10% Owner
Transactions
- Conversion
Common Stock
2024-12-31$21.25/sh+6,674,234$141,827,473→ 6,674,234 total(indirect: See Footnotes) - Conversion
5.5% Series A Convertible Preferred Stock
2024-12-31−135,000→ 0 total(indirect: See Footnotes)→ Common Stock
Holdings
- 22,469(indirect: See Footnotes)
Common Stock
Footnotes (5)
- [F1]Crestview IV VC TE Holdings, LLC, Crestview IV VC Holdings L.P. and Crestview IV VC CI Holdings, L.P. (collectively, the "Crestview Funds") hold, in the aggregate, 135,000 shares of 5.5% Series A Convertible Preferred Stock of the Issuer, par value $0.01 per share ("Preferred Stock"). In accordance with the terms of the Certificate of Designations for the Preferred Stock, effective as of December 31, 2024, the Issuer has elected to exercise its right to cause the mandatory conversion of the Preferred Stock into shares of Common Stock of the Issuer, par value $1.50 per share ("Common Stock") at a conversion price of $21.25 per share. The settlement date for such mandatory conversion is January 3, 2025.
- [F2]Represents restricted stock units ("RSUs") with respect to Common Stock granted to Brian P. Cassidy under the 2017 Viad Corp Omnibus Incentive Plan. Mr. Cassidy has assigned all rights, title and interest in the RSUs (including the shares of Common Stock thereunder) granted to him to Crestview Advisors, L.L.C. Includes unvested RSUs with respect to 3,376 shares.
- [F3]Crestview Partners IV GP, L.P. may be deemed to have beneficial ownership of the shares of Preferred Stock (and, following conversion thereof, the underlying shares of Common Stock) held by the Crestview Funds. Crestview Partners IV GP, L.P. exercises voting and dispositive power over the shares of Preferred Stock (and, following conversion thereof, the underlying shares of Common Stock) held by the Crestview Funds, which decisions are made by the investment committee of Crestview Partners IV GP, L.P. and the chairman of such investment committee.
- [F4]Mr. Cassidy is a member of the Issuer's board of directors. Mr. Cassidy is a Partner of Crestview, L.L.C. (which is the general partner of Crestview Partners IV GP, L.P.) and Crestview Advisors, L.L.C. (which provides investment advisory and management services to investment funds owning interests in the Crestview Funds).
- [F5]Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.
Issuer
VIAD CORP
CIK 0000884219
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001818686
Filing Metadata
- Form type
- 4
- Filed
- Dec 30, 7:00 PM ET
- Accepted
- Dec 31, 4:04 PM ET
- Size
- 25.8 KB