Partlow Robert G 4
4 · GreenSky, Inc. · Filed May 31, 2018
Insider Transaction Report
Form 4
GreenSky, Inc.GSKY
Partlow Robert G
EVP and CFO
Transactions
- Sale
Class B common stock
2018-05-29−122,404.92→ 212,377.69 total - Sale
Holdco Units
2018-05-29$21.85/sh−122,404.92$2,674,548→ 212,377.69 total→ Class A common stock (122,404.92 underlying)
Holdings
- 70,000
Class B common stock
- 70,000
Holdco Units
→ Class A common stock (70,000 underlying)
Footnotes (5)
- [F1]Represents Holdco Units purchased by the Issuer in connection with its initial public offering, and shares of Class B common stock automatically cancelled upon such purchase.
- [F2]The Class B common stock entitles holders to ten votes per share, votes as a single class with the Class A common stock, has no economic rights and is subject to forfeiture upon exchange of the Reporting Person's Holdco Units as described below.
- [F3]These Holdco Units, and corresponding shares of Class B common stock, vest at the rate of 20% per year and are subject to remaining vesting dates of November 11, 2018, and November 11, 2019, provided that Mr. Partlow remains an employee of the Issuer through those dates.
- [F4]These Holdco Units, and corresponding shares of Class B common stock, vest at the rate of 20% per year and are subject to remaining vesting dates of March 1, 2019, March 1, 2020, March 1, 2021, March 1, 2022, and March 1, 2023, provided that Mr. Partlow remains an employee of the Issuer through those dates.
- [F5]Pursuant to the Exchange Agreement, dated May 23, 2018, by and among the Issuer, GreenSky Holdings, LLC ("GS Holdings") and the members of GS Holdings, the Holdco Units may be exchanged by the Reporting Person (with automatic cancellation of an equal number of shares of Class B common stock) for shares of Class A common stock on a one-for-one basis, subject to customary adjustments for stock splits, stock dividends, reclassifications and other similar transactions, stock repurchases and other reinvestments of excess cash, or for cash (based on the market price of the shares of Class A common stock), at the Issuer's option.