BX Tempo ML Holdco 1 L.P. - Dec 14, 2022 Form 4 Insider Report for Alight, Inc. / Delaware (ALIT)

Role
10%+ Owner
Signature
BX TEMPO ML HOLDCO 1 L.P., By: BX Tempo ML Holdco 1 GP L.L.C., its general partner, By: /s/ Brijesh Kalaria, Name: Brijesh Kalaria, Title: Vice President
Stock symbol
ALIT
Transactions as of
Dec 14, 2022
Transactions value $
-$50,732,544
Form type
4
Date filed
12/16/2022, 08:58 PM
Previous filing
Nov 23, 2022
Next filing
Mar 6, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ALIT Class A common stock Sale -$25.4M -3.17M -6.51% $8.00 45.5M Dec 14, 2022 See Footnotes F1, F3, F6, F7
transaction ALIT Class V common stock Other $0 -3.17M -6.51% $0.00 45.4M Dec 14, 2022 See Footnotes F2, F3, F4, F6, F7
transaction ALIT Class A common stock Conversion of derivative security +3.17M +3561.67% 3.26M Dec 14, 2022 See Footnotes F2, F3, F5, F6, F7
transaction ALIT Class A common stock Sale -$25.4M -3.17M -97.45% $8.00 83.1K Dec 14, 2022 See Footnotes F2, F3, F6, F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ALIT Class A Units Conversion of derivative security $0 -3.17M -6.51% $0.00 45.4M Dec 14, 2022 Class A common stock 3.17M See Footnotes F2, F3, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects securities held directly by BX Tempo ML Holdco 1 L.P., the general partner of which is BX Tempo ML Holdco 1 GP L.L.C. Blackstone Capital Partners VII (IPO) NQ L.P. and Blackstone Capital Partners VII.2 (IPO) NQ L.P. are the members of BX Tempo ML Holdco 1 GP L.L.C. The general partner of each of Blackstone Capital Partners VII (IPO) NQ L.P. and Blackstone Capital Partners VII.2 (IPO) NQ L.P. is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C.
F2 Reflects securities held directly by BX Tempo ML Holdco 2 L.P., the general partner of which is BX Tempo ML Holdco 2 GP L.L.C. Blackstone Capital Partners VII NQ L.P., BCP VII SBS Holdings L.L.C., Blackstone Family Investment Partnership VII - ESC NQ L.P. and BTAS NQ Holdings L.L.C. are the members of BX Tempo ML Holdco 2 GP L.L.C. The general partner of Blackstone Capital Partners VII NQ L.P. is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C. The sole member of BCP VII SBS Holdings L.L.C. is Blackstone Side-by-Side Umbrella Partnership L.P., the general partner of which is Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Family Investment Partnership VII - ESC NQ L.P. is BCP VII Side-by-Side GP NQ L.L.C. The managing member of BTAS NQ Holdings L.L.C. is BTAS Associates-NQ L.L.C.
F3 Blackstone Holdings II L.P. is the managing member of each of BMA VII NQ L.L.C. and BTAS Associates-NQ L.L.C. and the sole member of BCP VII Side-by-Side GP NQ L.L.C. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Side-by-Side Umbrella GP L.L.C. is Blackstone Holdings III L.P., the general partner of which is Blackstone Holdings III GP L.P., the general partner of which is Blackstone Holdings III GP Management L.L.C. Blackstone Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
F4 Shares of Class V common stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class V common stock will be entitled to one vote per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Class A Units of Alight Holdings that are held by the Reporting Persons and reported in Table II hereof, an equal number of shares of the Issuer's Class V common stock will be cancelled for no consideration. The reported securities were inadvertently reported as Class A common stock on the reporting person's Form 3 filed on November 23, 2022.
F5 Class A Units of Alight Holdings ("Class A Units") will have no voting rights but are entitled to share in the profits and losses of Alight Holdings. Class A Units held by the Reporting Persons can be exchanged, up to once per calendar quarter (and in the case of the Blackstone entities described herein, twice per calendar quarter in the aggregate), for an equal number of shares of the Issuer's Class A common stock. Notwithstanding the foregoing, the Issuer will be permitted, at its sole discretion, in lieu of delivering shares of the Issuer's Class A common stock for any Class A Units surrendered for exchange, to pay an amount in cash per Class A Unit equal to the 5-day volume weighted average price of the Issuer's Class A common stock ending on the day such measurement is made.
F6 Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
F7 Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

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