Sabes Jon 4

Accession 0001179110-19-005274

CIK 0001522690other

View on SEC.gov Company Profile

Filed

Apr 29, 8:00 PM ET

Accepted

Apr 30, 3:29 PM ET

Size

33.8 KB

Accession

0001179110-19-005274

Insider Transaction Report

Form 4

Period: 2019-03-26

GWG Holdings, Inc.GWGH

Sabes Jon

DirectorChief Executive Officer10% Owner

Transactions

Other
Common Stock, $.001 par value
2019-04-26−100,000→ 0 total(indirect: By LLC)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $8.55From: 2018-08-18Exp: 2020-08-18→ Common Stock, $.001 par value (5,000 underlying)
Gift
Common Stock, $.001 par value
2019-03-26−50,000→ 1,079,546 total
Other
Common Stock, $.001 par value
2019-04-26−743,840→ 0 total(indirect: By Trust)
Other
Common Stock, $.001 par value
2019-04-26−2,025,578→ 0 total(indirect: By LLC)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $8.71From: 2017-09-02Exp: 2019-09-02→ Common Stock, $.001 par value (5,000 underlying)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $10.18From: 2018-06-12Exp: 2020-06-12→ Common Stock, $.001 par value (5,000 underlying)
Other
Common Stock, $.001 par value
2019-04-26−1,079,546→ 0 total
Other
Common Stock, $.001 par value
2019-04-26−102,191→ 0 total(indirect: By family members who reside in the Reporting Person's household)
Other
Common Stock, $.001 par value
2019-04-26+2,025,578→ 2,025,578 total(indirect: By LLC)
Other
Stock Options, (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $9.91From: 2017-11-24Exp: 2019-11-24→ Common Stock, $.001 par value (5,000 underlying)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $6.60From: 2018-12-29Exp: 2020-12-29→ Common Stock, $.001 par value (5,000 underlying)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $6.35Exp: 2021-04-29→ Common Stock, $.001 par value (5,000 underlying)
Other
Stock Options (right to buy)
2019-04-26−5,000→ 0 total
Exercise: $6.41Exp: 2021-05-13→ Common Stock, $.001 par value (5,000 underlying)
Other
Stock Options (right to buy)
2019-04-26−205,833→ 0 total
Exercise: $9.47Exp: 2021-11-10→ Common Stock, $.001 par value (205,833 underlying)

Footnotes (9)

[F1]Held by certain trusts, of which the Reporting Person is a beneficiary.
[F2]A Delaware limited liability company managed by ISF Management, LLC, a Delaware limited liability company, of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the shares held by Insurance Strategies Fund, LLC, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for the purposes of Section 16 or for any other purpose.
[F3]Pursuant to a Contribution and Exchange Agreement (the "Contribution Agreement"), dated April 11, 2019, by and among Sabes AV Holdings, LLC, a Delaware limited liability company ("Sabes AV"), Jon R. Sabes, Jon Sabes 1992 Trust No. 1, Esther Sabes 6.08.1992 Trust F/B/O Jon R. Sabes, Moe Sabes 12.30.1982 Trust F/B/O Jon R. Sabes, Moe Sabes 12.30.1976 Trust F/B/O Jon R. Sabes, Jackson Sabes 1995 Trust, Brooke Sabes 1995 Trust, Morgan Sabes 2012 Trust, Kristine Sabes 2000 Trust, Insurance Strategies Fund, LLC, Steven F. Sabes and SFS Holdings, LLC (collectively, the "Shareholders"), the Shareholders contributed an aggregate of 3,952,155 shares of common stock of GWG Holdings, Inc. to Sabes AV.
[F4]The Reporting Person serves as a manager of Sabes AV and shares voting and dispositive control over securities held by Sabes AV. The membership interests in Sabes AV are held by the Shareholders in proportion to their contribution to Sabes AV of shares of common stock of GWG Holdings, Inc. pursuant to the Contribution Agreement. The Reporting Person disclaims beneficial ownership over the shares of common stock of GWG Holdings, Inc. held by Sabes AV except to the extent of his pecuniary interest in such shares.
[F5]Pursuant to a Purchase and Contribution Agreement (the "Purchase Agreement"), dated April 15, 2019, by and among Jon R. Sabes, Steven F. Sabes, Sabes AV, The Beneficient Company Group, L.P., Beneficient Company Holdings, L.P. ("BEN Holdings"), AltiVerse Capital Markets, L.L.C. ("AltiVerse"), Sabes AV sold 2,500,000 shares of common stock of GWG Holdings, Inc. to a wholly-owned subsidiary of BEN Holdings for $25,000,000 in cash, and contributed 1,452,155 shares of common stock of GWG Holdings, Inc. to AltiVerse in exchange for equity interests in AltiVerse, which is an entity over which the Reporting Person does not have voting or dispositive control.
[F6]This option was forfeited by the Reporting Person for no consideration as part of the transactions contemplated by the Purchase Agreement.
[F7]3,334 shares currently vested; 1,666 shares would have vested on 4/29/2019.
[F8]3,334 shares currently vested; 1,666 shares would have vested on 5/13/2019.
[F9]178,749 shares are currently vested; 13,542 shares would have vested on each of 5/10/2019 and 8/10/2019.

Documents

1 file

4
edgar.xmlPrimary
FORM 4 -

Issuer

GWG Holdings, Inc.

CIK 0001522690

→

Entity typeother

Related Parties

filerCIK 0001329728

Filing Metadata

Form type: 4
Filed: Apr 29, 8:00 PM ET
Accepted: Apr 30, 3:29 PM ET
Size: 33.8 KB

View on SEC.gov