4//SEC Filing
Fenkell Alexander J. 4
Accession 0001209191-19-049968
CIK 0001775625other
Filed
Sep 16, 8:00 PM ET
Accepted
Sep 17, 9:05 PM ET
Size
19.1 KB
Accession
0001209191-19-049968
Insider Transaction Report
Form 4
Fenkell Alexander J.
Director10% Owner
Transactions
- Award
SDC Financial Common Units
2019-09-13+9,483,388→ 9,483,388 total(indirect: By Trust)→ Class A Common Stock (9,483,388 underlying) - Award
SDC Financial Common Units
2019-09-13+60,084,661→ 60,084,661 total(indirect: By Trust)→ Class A Common Stock (60,084,661 underlying) - Disposition to Issuer
SDC Financial Common Units
2019-09-16$21.85/sh−4,964,334$108,470,698→ 4,519,054 total(indirect: By Trust)→ Class A Common Stock (4,964,334 underlying) - Disposition to Issuer
SDC Financial Common Units
2019-09-16$21.85/sh−1,557,009$34,020,647→ 58,527,652 total(indirect: By Trust)→ Class A Common Stock (1,557,009 underlying) - Award
Restricted Stock Units
2019-09-16+43,478→ 43,478 totalExp: 2029-09-16→ Class A Common Stock (43,478 underlying) - Award
Options
2019-09-16+130,434→ 130,434 totalExercise: $23.00Exp: 2029-09-16→ Class A Common Stock (130,434 underlying)
Footnotes (6)
- [F1]Pursuant to the terms of the Seventh Amended and Restated Limited Liability Company Agreement of SDC Financial, LLC, a Delaware limited liability company ("SDC Financial"), the reporting person may exchange all or a portion of its Common Units (as defined below) in SDC Financial (with automatic cancellation of an equal number of shares of non-economic Class B common stock of the Issuer's ("Class B common stock") for shares of Class A common stock of the Issuer's ("Class A common stock") on a one-for-one basis, subject to customary adjustments, or, at the option of the disinterested members of the board of directors of the Issuer, cash (based on the then-market value of the shares of Class A common stock). The Class B common stock initially entitles holders to ten votes per share and will vote as a single class with the Class A common stock, but has no economic rights, and is subject to forfeiture upon exchange of the reporting person's Common Units.
- [F2]In the reorganization of SDC Financial and the creation of the Issuer as a public holding company for SDC Financial (the "Reorganization"), all previous membership interests in SDC Financial were replaced by a single class of common membership interests in SDC Financial ("Common Units"), and shares of Class B common stock of the Issuer were issued for no consideration to the reporting person in a number equal to the number of Common Units issued.
- [F3]These units can be exchanged at any time as described in footnote 1.
- [F4]On September 16, 2019, in connection with the closing of the Issuer's initial public offering, the Issuer redeemed these Common Units and shares of Class B common stock at a redemption price of $21.85 per Common Unit and corresponding share of Class B common stock.
- [F5]Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A common stock.
- [F6]These Restricted Stock Units and Options will vest in equal annual installments over three years from September 16, 2019, provided that the reporting person continues to provide services to the Issuer and SDC Financial.
Documents
Issuer
SmileDirectClub, Inc.
CIK 0001775625
Entity typeother
Related Parties
1- filerCIK 0001785551
Filing Metadata
- Form type
- 4
- Filed
- Sep 16, 8:00 PM ET
- Accepted
- Sep 17, 9:05 PM ET
- Size
- 19.1 KB