4//SEC Filing
GTY Investors, LLC 4
Accession 0001144204-19-030330
CIK 0001682325other
Filed
Jun 6, 8:00 PM ET
Accepted
Jun 7, 7:53 PM ET
Size
13.6 KB
Accession
0001144204-19-030330
Insider Transaction Report
Form 4
You Harry L.
DirectorPresident and CFO10% Owner
Transactions
- Other
Common Stock
2019-06-05$7.70/sh−650,000$5,005,000→ 12,798,821 total - Other
Common Stock
2019-06-05$7.50/sh−133,333$999,998→ 12,665,488 total
TUCCI JOSEPH M
DirectorCo-CEO and Co-Chairman10% Owner
Transactions
- Other
Common Stock
2019-06-05$7.70/sh−650,000$5,005,000→ 12,798,821 total - Other
Common Stock
2019-06-05$7.50/sh−133,333$999,998→ 12,665,488 total
GTY Investors, LLC
10% Owner
Transactions
- Other
Common Stock
2019-06-05$7.70/sh−650,000$5,005,000→ 12,798,821 total - Other
Common Stock
2019-06-05$7.50/sh−133,333$999,998→ 12,665,488 total
GREEN WILLIAM D
DirectorCo-CEO and Co-Chairman10% Owner
Transactions
- Other
Common Stock
2019-06-05$7.70/sh−650,000$5,005,000→ 12,798,821 total - Other
Common Stock
2019-06-05$7.50/sh−133,333$999,998→ 12,665,488 total
Footnotes (3)
- [F1]The shares of common stock were sold pursuant to a waiver of certain lock-up restrictions imposed on the shares of common stock held by the Reporting Persons (the "founder shares") in connection with the Issuer's initial public offering. Such waiver was limited to the shares that were sold and the Reporting Persons' remaining founder shares continue to be subject to such lock-up restrictions. The waiver was proposed and granted by the independent members of the Issuer's board of directors in order to permit the Reporting Persons to satisfy certain contractual obligations of the Reporting Persons to certain institutional investors who invested in the Issuer, or agreed not to redeem their shares, in connection with the Issuer's initial business combination transaction, as described in Item 8.01 of the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on February 14, 2019. (continue with footnote 2)
- [F2]Pursuant to the arrangements described in footnote 1 that were approved by the Issuer's board of directors, such investors chose to require the Reporting Persons to be obligated to make certain cash payments to them rather than requiring the Reporting Persons to transfer to them a portion of their founder shares. The sale of founder shares at an average price of $7.67 per share took place following the sale by the Issuer of shares in a primary offering at $7.70 per share. Substantially all of the net proceeds from the sale of the shares were used by the Reporting Persons to satisfy the obligations described in footnote 1 and related out-of-pocket expenses.
- [F3]The shares of common stock are held directly by GTY Investors, LLC (the "Sponsor"). Messrs. Green, Tucci and You are the managers and, individually and pursuant to trusts and limited liability companies, are among the members of the Sponsor and share voting and dispositive power over the securities held directly by the Sponsor. As a result, each of the Sponsor and Messrs. Green, Tucci and You (collectively, the "Reporting Persons") may be deemed to have or share beneficial ownership of the shares held directly by the Sponsor. Each of the Reporting Persons disclaim beneficial ownership of such shares except to the extent of its or his pecuniary interest therein, and this Form 4 shall not be deemed an admission that the Reporting Persons are the beneficial owners of the shares for purposes of Section 16 or for any other purpose.
Documents
Issuer
GTY Technology Holdings Inc.
CIK 0001682325
Entity typeother
IncorporatedIL
Related Parties
1- filerCIK 0001682342
Filing Metadata
- Form type
- 4
- Filed
- Jun 6, 8:00 PM ET
- Accepted
- Jun 7, 7:53 PM ET
- Size
- 13.6 KB