Sheft Robert 4/A
4/A · GreenSky, Inc. · Filed Nov 13, 2018
Insider Transaction Report
Form 4/AAmended
GreenSky, Inc.GSKY
Sheft Robert
Director10% Owner
Transactions
- Disposition to Issuer
Class B common stock
2018-05-29−5,571,623→ 22,286,495.12 total(indirect: By LLC) - Disposition to Issuer
Holdco Units
2018-05-29$21.85/sh−5,571,623$121,739,963→ 22,286,495.12 total(indirect: By LLC)→ Class A common stock (5,571,623 underlying)
Footnotes (5)
- [F1]This Form 4 is being amended solely to change the transaction code in Table I, Column 3 and Table II, Column 4 from "S" to "D" to reflect that this transaction was a disposition to the issuer, not an open market sale or a private sale. This transaction is a disposition to the issuer that was approved in advance by the issuer's board of directors. Therefore, this transaction is exempt from Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(e).
- [F2]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.
- [F3]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.
- [F4]The amount of securities reflects a 100% indirect economic interest in GS Investment Holdings, LLC. Mr. Sheft disclaims any interest in 65.85% of these securities.
- [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.