R. Andrew Heyer - Feb 23, 2024 Form 4 Insider Report for ONESPAWORLD HOLDINGS Ltd (OSW)

Role
Director
Signature
/s/ Inga Fyodorova, as Attorney-in-Fact for Andrew R. Heyer
Stock symbol
OSW
Transactions as of
Feb 23, 2024
Transactions value $
$148
Form type
4
Date filed
2/27/2024, 02:58 PM
Previous filing
Jan 2, 2024
Next filing
Mar 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OSW Common Shares Options Exercise $383K +66.7K +11.73% $5.75 635K Feb 23, 2024 Direct
transaction OSW Common Shares Disposed to Issuer -$383K -26.6K -4.19% $14.39 608K Feb 23, 2024 Direct F1
transaction OSW Common Shares Options Exercise $192K +33.3K +7.21% $5.75 495K Feb 23, 2024 See Footnote F3, F4
transaction OSW Common Shares Disposed to Issuer -$192K -13.3K -2.69% $14.39 482K Feb 23, 2024 See Footnote F2, F3, F4
holding OSW Common Shares 100K Feb 23, 2024 See Footnote F5

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 OSW Warrant (right to buy) Options Exercise $0 -66.7K -100% $0.00* 0 Feb 23, 2024 Common Shares 66.7K $5.75 Direct
transaction OSW Warrant (right to buy) Options Exercise $0 -33.3K -100% $0.00* 0 Feb 23, 2024 Common Shares 33.3K $5.75 See Footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 23, 2024, the reporting person exercised a warrant to purchase 66,667 Common Shares for $5.75 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 26,632 Common Shares to pay the exercise price.
F2 On February 23, 2024, Heyer Investment Management, LLC ("Heyer Management") exercised a warrant to purchase 33,333 Common Shares for $5.75 a share. Heyer Management paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 13,316 Common Shares to pay the exercise price.
F3 Includes (i) 324,269 Common Shares held by Heyer Management, (ii) 46,219 Common Shares held by Harris Reid Heyer Trust, (iii) 47,219 Common Shares held by James Heyer Trust, (iv) 17,219 Common Shares held by Peter Justin Heyer Trust and (v) 47,219 Common Shares held by William Heyer Trust. The reporting person is (i) a trustee of each of Harris Reid Heyer Trust, James Heyer Trust, Peter Justin Heyer Trust, and William Heyer Trust, and (ii) the managing member of Heyer Management (the foregoing entities, the "Andrew Heyer Entities").
F4 The reporting person may be deemed to have or share beneficial ownership of the securities held by the Andrew Heyer Entities. The reporting person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F5 The reported securities are held and independently managed by Mindy Heyer, the reporting person's spouse. The reporting person disclaims beneficial ownership of such securities.