4//SEC Filing
SOKOLOFF JONATHAN D 4
Accession 0001209191-21-027670
CIK 0001834585other
Filed
Apr 19, 8:00 PM ET
Accepted
Apr 20, 7:36 PM ET
Size
11.0 KB
Accession
0001209191-21-027670
Insider Transaction Report
Form 4
JOANN Inc.JOAN
SOKOLOFF JONATHAN D
Director10% Owner
Transactions
- Other
Common Stock
2021-04-16$11.38/sh+27,827,357$316,675,323→ 27,827,357 total(indirect: See footnote.) - Other
Common Stock
2021-04-16$11.38/sh−27,827,357$316,675,323→ 0 total(indirect: See footnote.)
Holdings
- 7,812
Restricted Stock Units
→ Common Stock (7,812 underlying)
Footnotes (9)
- [F1]On April 16, 2021, Green Equity Investors V, L.P. ("GEI V"), Green Equity Investors Side V, L.P. ("GEI Side V"), and Needle Coinvest LLC ("Coinvest") contributed all securities of the Issuer to each of Green Equity Investors CF, L.P. ("Main CF"), Green Equity Investors Side CF, L.P. ("Side CF"), and LGP Associates CF, LLC ("Associates CF") as part of a transaction pursuant to which GEI V, GEI Side V, Coinvest, and other affiliated co-investment vehicles engaged in a coordinated transfer of their equity interests in several portfolio companies (including the Issuer) to one or more newly formed affiliated investment funds (the "Transaction").
- [F2]Represents shares of Common Stock of the Issuer contributed by GEI V, GEI Side V, and Coinvest pursuant to the Transaction. Of the shares of Common Stock contributed, 21,117,204 were contributed by GEI V, 6,334,611 were contributed by GEI Side V, and 375,542 were contributed by Coinvest.
- [F3]Represents shares of Common Stock of the Issuer owned by GEI V, GEI Side V, and Coinvest. Of the shares of Common Stock reported, 0 are owned by GEI V, 0 are owned by GEI Side V, and 0 are owned by Coinvest.
- [F4]Mr. Sokoloff directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares of Common Stock owned by GEI V, GEI Side V, and Coinvest, and Main CF, Side CF, and Associates CF. Mr. Sokoloff disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- [F5]Represents shares of Common Stock of the Issuer acquired by Main CF, Side CF, and Associates CF pursuant to the Transaction. Of the shares of Common Stock acquired, 19,903,749 were acquired by Main CF, 7,826,629 were acquired by Side CF, and 96,979 were acquired by Associates CF.
- [F6]Represents shares of Common Stock of the Issuer owned by Main CF, Side CF, and Associates CF. Of the shares of Common Stock reported, 19,903,749 are owned by Main CF, 7,826,629 are owned by Side CF, and 96,979 are owned by Associates CF.
- [F7]Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- [F8]The restricted stock unit vests on March 17, 2022.
- [F9]The restricted stock units reported on this row are held by Mr. Sokoloff for the benefit of Leonard Green & Partners, L.P. Mr. Sokoloff disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Documents
Issuer
JOANN Inc.
CIK 0001834585
Entity typeother
Related Parties
1- filerCIK 0001175522
Filing Metadata
- Form type
- 4
- Filed
- Apr 19, 8:00 PM ET
- Accepted
- Apr 20, 7:36 PM ET
- Size
- 11.0 KB