Forum Investors II LLC 4
4 · Forum Merger II Corp · Filed Aug 9, 2018
Insider Transaction Report
Form 4
Forum Merger II CorpFMCIU
Forum Investors II LLC
10% Owner
Transactions
- Purchase
Class A Common Stock
2018-08-07$10.00/sh+555,000$5,550,000→ 550,000 total
Footnotes (3)
- [F1]These shares are underlying units (each unit consisting of one share of Class A common stock and one warrant, each warrant exercisable to purchase one share of Class A common stock) held by Forum Investors II LLC (the "Sponsor"), acquired pursuant to a unit subscription agreement by and between the Sponsor and the issuer. Does not include 5,750,000 shares of Class B common stock previously reported on a Form 3, which shares will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights.
- [F2]Marshall Kiev and David Boris are the managing members of Forum Capital Management II LLC, the managing member of the Sponsor and jointly have the voting and dispositive power of the securities held by the Sponsor. Accordingly, Messrs. Kiev and Boris may be deemed to have or share beneficial ownership of such shares.
- [F3]Messrs. Kiev and Boris disclaim beneficial ownership over any securities owned by the Sponsor in which they do not have any pecuniary interest.