3//SEC Filing
DT GRAT CS, LLC 3
Accession 0001144204-17-051578
CIK 0001710583other
Filed
Oct 4, 8:00 PM ET
Accepted
Oct 5, 8:16 PM ET
Size
14.9 KB
Accession
0001144204-17-051578
Insider Transaction Report
Form 3
Switch, Inc.SWCH
DT GRAT CS, LLC
10% Owner
Holdings
- 13,687,880
Class B Common Stock
Common Units
From: 2017-10-05→ Class A Common Stock (13,687,880 underlying)
Footnotes (3)
- [F1]Acquired pursuant to a Subscription Agreement with the Issuer in connection with the recapitalization of Switch, Ltd., and the Issuer's corporate restructuring and initial public offering ("IPO"). One share of the Issuer's Class B common stock was issued for each Common Unit held by the reporting person. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Class B common stock (i) confer only voting rights (one vote per share) and do not confer any incidents of economic ownership to the holders thereof, and (ii) are forfeited and cancelled, on a one-for-one basis, without consideration, upon the redemption of Common Units for shares of Class A common stock, or cash, at the Issuer's election. See Footnote 3.
- [F2]Represents common membership interests in Switch, Ltd. ("Common Units"), which are redeemable on a one-for-one basis for shares of Class A common stock of the Issuer, or, at the election of the Issuer, cash equal to a volume weighted average market price of a share of Class A common stock. The Common Units were acquired pursuant to a reclassification (exempt under Section 16b-7) and reorganization of the Issuer in connection with the Issuer's IPO. One share of the Issuer's Class B common stock was issued for each Common Unit held by the reporting person. See Footnote 1.
- [F3]The Common Units are redeemable on a one-for-one basis for shares of Class A common stock, or, at the election of the Issuer, cash equal to a volume weighted average market price of a share of Class A common stock. The Common Units have no expiration date. Upon any redemption of Common Units, one share of Class B common stock is automatically forfeited and cancelled for each Common Unit so redeemed.
Issuer
Switch, Inc.
CIK 0001710583
Entity typeother
IncorporatedNV
Related Parties
1- filerCIK 0001718807
Filing Metadata
- Form type
- 3
- Filed
- Oct 4, 8:00 PM ET
- Accepted
- Oct 5, 8:16 PM ET
- Size
- 14.9 KB