4//SEC Filing
Casalena Anthony 4
Accession 0000950170-24-115385
CIK 0001496963other
Filed
Oct 16, 8:00 PM ET
Accepted
Oct 17, 5:18 PM ET
Size
14.9 KB
Accession
0000950170-24-115385
Insider Transaction Report
Form 4
Casalena Anthony
DirectorChief Executive Officer10% Owner
Transactions
- Other
Class B Common Stock
2024-10-17−28,505,788→ 0 total(indirect: See footnote)→ Class A Common Stock (28,505,788 underlying) - Disposition to Issuer
Class A Common Stock
2024-10-17−880,909→ 0 total(indirect: See footnote) - Other
Class A Common Stock
2024-10-17−387,500→ 0 total(indirect: See footnote) - Sale
Class B Common Stock
2024-10-17$46.50/sh−12,329,784$573,334,956→ 28,505,788 total(indirect: See footnote)→ Class A Common Stock (12,329,784 underlying) - Other
Class B Common Stock
2024-10-17−2,050,838→ 0 total(indirect: See footnote)→ Class A Common Stock (2,050,838 underlying)
Footnotes (6)
- [F1]Pursuant to the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 9, 2024, by and among the Issuer, Spaceship Purchaser, Inc. ("Parent") and Spaceship Group MergerCo Inc., a wholly owned subsidiary of Parent, immediately prior to the effective time of the Merger (as defined in the Merger Agreement), each share of Class A Common Stock and Class B Common Stock (together, "Common Stock") of the Issuer that is outstanding as of immediately prior to the effective time of the Merger (other than Owned Company Shares or Dissenting Company Shares, each as defined in the Merger Agreement) was cancelled and extinguished and automatically converted into the right to receive cash in an amount equal to $46.50, without interest thereon.
- [F2]The shares are held of record by the Anthony Casalena Revocable Trust.
- [F3]Pursuant to the Amended and Restated Tender and Support Agreement, dated as of October 8, 2024, by and among the reporting person, Anthony Casalena 2019 Family Trust, Anthony Casalena Revocable Trust and Casalena Foundation (collectively, the "Stockholders"), the Issuer and Parent, immediately prior to the effective time of the Merger, the Stockholders contributed certain shares of Common Stock to a limited partnership that indirectly owns 100% of the equity interests of Parent ("Topco") in exchange for equity interests in Topco.
- [F4]The shares are held of record by the Anthony Casalena 2019 Family Trust.
- [F5]Each share of the Issuer's Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock upon the option of the holder and has no expiration date.
- [F6]Represents the securities sold to Topco for $46.50 per share.
Documents
Issuer
Squarespace, Inc.
CIK 0001496963
Entity typeother
Related Parties
1- filerCIK 0001856597
Filing Metadata
- Form type
- 4
- Filed
- Oct 16, 8:00 PM ET
- Accepted
- Oct 17, 5:18 PM ET
- Size
- 14.9 KB