4//SEC Filing
MERIWETHER DAVID SCOTT 4
Accession 0001628280-18-008350
CIK 0001728688other
Filed
Jun 24, 8:00 PM ET
Accepted
Jun 25, 9:30 PM ET
Size
12.6 KB
Accession
0001628280-18-008350
Insider Transaction Report
Form 4
MERIWETHER DAVID SCOTT
SVP - Finance
Transactions
- Other
Class B common stock, par value $0.0001 per share
2018-06-25+67,519→ 67,519 total - Other
Class A common stock, par value $0.0001 per share
2018-06-25$13.00/sh+3,056$39,728→ 3,056 total - Award
Stock Option (Right to Buy)
2018-06-25+100,000→ 100,000 totalExercise: $13.00Exp: 2028-06-25→ Class A common stock, par value $0.0001 per share (100,000 underlying) - Other
Common Units
2018-06-25+67,519→ 67,519 total→ Class A common stock, par value $0.0001 per share (67,519 underlying)
Footnotes (6)
- [F1]Issued pursuant to a voluntary private conversion of certain subordinated notes of i3 Verticals, LLC.
- [F2]Pursuant to the Reorganization Transactions (as defined in i3 Verticals, Inc.'s (the "Issuer") Registration Statement on Form S-1, as amended (File No. 333-225214) (the "Registration Statement")) as part of the Issuer's initial public offering ("IPO"), the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued common units in i3 Verticals, LLC (each a "Common Unit") together with an equal number of shares of Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), in the Issuer. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof and (iii) may only be issued, on a one-for-one basis, to the holders of Common Units.
- [F3]The option vests ratably in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continued service with the Issuer.
- [F4]The vested Common Units may be redeemed by the Reporting Person at any time following the closing of the Issuer's IPO for an equal number of shares of Class A common stock, par value $0.0001 per share (the "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 the Reporting Person's redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled.
- [F5]Pursuant to the Reorganization Transactions (as defined in the Registration Statement) as part of the Issuer's IPO, the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued Common Units together with an equal number of Class B Common Stock, in the Issuer.
- [F6]49,031 Common Units are vested, 7,330 Common Units will vest on November 29, 2019 and 11,158 Common Units will vest on August 10, 2020, subject to the Reporting Person's continued service with the Issuer. The Common Units have no expiration date.
Documents
Issuer
i3 Verticals, Inc.
CIK 0001728688
Entity typeother
Related Parties
1- filerCIK 0001737440
Filing Metadata
- Form type
- 4
- Filed
- Jun 24, 8:00 PM ET
- Accepted
- Jun 25, 9:30 PM ET
- Size
- 12.6 KB