Home/Filings/4/0001209191-19-036335
4//SEC Filing

FIRST AVENUE - ETC PARTNERS, L.P. 4

Accession 0001209191-19-036335

CIK 0001728688other

Filed

Jun 11, 8:00 PM ET

Accepted

Jun 12, 2:38 PM ET

Size

21.5 KB

Accession

0001209191-19-036335

Insider Transaction Report

Form 4
Period: 2019-06-10
Transactions
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh10,085$217,9376,660 total
    Class A common stock, par value $0.0001 per share (10,085 underlying)
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh1,577,085$34,080,8071,041,175 total(indirect: By First Avenue Partners II, L.P.)
    Class A common stock, par value $0.0001 per share (1,577,085 underlying)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-10282,126186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-1010,0856,660 total
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh282,126$6,096,743186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
    Class A common stock, par value $0.0001 per share (282,126 underlying)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-101,577,0851,041,175 total(indirect: By First Avenue Partners II, L.P.)
Transactions
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh1,577,085$34,080,8071,041,175 total(indirect: By First Avenue Partners II, L.P.)
    Class A common stock, par value $0.0001 per share (1,577,085 underlying)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-101,577,0851,041,175 total(indirect: By First Avenue Partners II, L.P.)
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh10,085$217,9376,660 total
    Class A common stock, par value $0.0001 per share (10,085 underlying)
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh282,126$6,096,743186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
    Class A common stock, par value $0.0001 per share (282,126 underlying)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-1010,0856,660 total
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-10282,126186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
Transactions
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh1,577,085$34,080,8071,041,175 total(indirect: By First Avenue Partners II, L.P.)
    Class A common stock, par value $0.0001 per share (1,577,085 underlying)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-1010,0856,660 total
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-10282,126186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
  • Disposition to Issuer

    Class B common stock, par value $0.0001 per share

    2019-06-101,577,0851,041,175 total(indirect: By First Avenue Partners II, L.P.)
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh10,085$217,9376,660 total
    Class A common stock, par value $0.0001 per share (10,085 underlying)
  • Disposition to Issuer

    Common Units

    2019-06-10$21.61/sh282,126$6,096,743186,257 total(indirect: By First Avenue - ETC Partners, L.P.)
    Class A common stock, par value $0.0001 per share (282,126 underlying)
Footnotes (4)
  • [F1]Pursuant to the Amended and Restated Certificate of Incorporation of i3 Verticals, Inc. (the "Issuer"), the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of common units in i3 Verticals, LLC (the "Common Units") for shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of the Issuer.
  • [F2]Front Street Equities, LLC is the General Partner of, and exercises voting and investment power over shares held by, First Avenue Partners II, L.P. and First Avenue-ETC Partners, L.P. Voting and investment decisions at Front Street Equities, LLC are made by David Wilds, who serves as (a) the limited partner and managing member of First Avenue Partners II, L.P., (b) the managing member of First Avenue-ETC Partners, L.P., and (c) the sole member of Front Street Equities, LLC. Mr. Wilds disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, if any, and the inclusion of these shares in his report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.
  • [F3]The Common Units may be redeemed by the Reporting Persons at any time for an equal number of shares of Class A Common Stock or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon a Reporting Person's redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.
  • [F4]Represents the sale of Common Units to the Issuer pursuant to the Common Unit Purchase Agreement entered into in connection with the Issuer's offering of Class A common stock which closed on June 10, 2019, pursuant to the Limited Liability Company Agreement of i3 Verticals, LLC and in accordance with the Registration Rights Agreement among the Issuer and the signatories thereto, including the Reporting Persons.

Issuer

i3 Verticals, Inc.

CIK 0001728688

Entity typeother
IncorporatedTN

Related Parties

1
  • filerCIK 0001742971

Filing Metadata

Form type
4
Filed
Jun 11, 8:00 PM ET
Accepted
Jun 12, 2:38 PM ET
Size
21.5 KB