Gragson Scott Russell 4
4 · Switch, Inc. · Filed Jun 26, 2018
Insider Transaction Report
Form 4
Switch, Inc.SWCH
Gragson Scott Russell
10% Owner
Transactions
- Conversion
Class A Common Stock
2018-05-18+1,500,000→ 1,500,000 total(indirect: By LLC) - Other
Class B Common Stock
2018-05-18−1,500,000→ 7,331,538 total(indirect: By LLC) - Conversion
Common Units
2018-05-18−1,500,000→ 7,331,538 total(indirect: By LLC)→ Class A Common Stock (1,500,000 underlying) - Sale
Class A Common Stock
2018-06-22$13.05/sh−106,785$1,393,854→ 1,393,215 total(indirect: By LLC)
Footnotes (4)
- [F1]The reporting person surrendered for redemption and conversion 1,500,000 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. 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 one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date.
- [F2]Upon the redemption and conversion of the Common Units into Class A Common Stock, one share of Issuer's Class B Common Stock held by the reporting person was forfeited and cancelled, without consideration, on a one-for-one basis for each share of Class A Common Stock acquired. The Class B Common Stock only confer voting rights (one vote per share) and do not confer economic rights.
- [F3]Held by Gragson Data SS, LLC, as to which Mr. Gragson is the manager of the LLC and has voting and dispositive power of the shares, subject to a voting agreement in favor of the pledgee of the shares. Mr. Gragson disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.
- [F4]Prices of securities reported in U.S. dollars on a per share basis, not an aggregate basis. Amounts reported exclude brokerage commissions and other costs of execution.