| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $8,539 | +4,379 | +0.25% | $1.95 | 1,740,045 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $2,817 | +1,452 | +0.08% | $1.94 | 1,741,497 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $64,907 | +33,457 | +1.9% | $1.94 | 1,774,954 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $1,050,713 | +284,746 | +16% | $3.69 | 2,059,700 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $3,043,200 | +960,000 | +47% | $3.17 | 3,019,700 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $325,591 | +102,710 | +3.4% | $3.17 | 3,122,410 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Exercise of in-the-money or at-the-money derivative security | $22,695,652 | +8,695,652 | +278% | $2.61 | 11,818,062 | 09 Aug 2024 | See Footnotes | F1, F2 |
| transaction | FIP | Common Stock, par value $0.01 per share | Sale | $30,731,489 | -3,399,501 | -29% | $9.04 | 8,418,561 | 09 Aug 2024 | See Footnotes | F1, F2, F3 |
| holding | FIP | Common Stock, par value $0.01 per share | 757,340 | 09 Aug 2024 | See Footnotes | F2, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -4,379 | -100% | $0.000000* | 0 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 4,379 | $1.95 | See Footnotes | F1, F2, F5 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -1,452 | -100% | $0.000000* | 0 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 1,452 | $1.94 | See Footnotes | F1, F2, F5 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -33,457 | -100% | $0.000000* | 0 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 33,457 | $1.94 | See Footnotes | F1, F2, F5 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -284,746 | -89% | $0.000000 | 35,593 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 284,746 | $3.69 | See Footnotes | F1, F2, F5, F6 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -960,000 | -89% | $0.000000 | 120,000 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 960,000 | $3.17 | See Footnotes | F1, F2, F5, F6 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -102,710 | -89% | $0.000000 | 12,838 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 102,710 | $3.17 | See Footnotes | F1, F2, F5, F6 |
| transaction | FIP | Stock Option (right to buy) | Exercise of in-the-money or at-the-money derivative security | $0 | -8,695,652 | -80% | $0.000000 | 2,173,913 | 09 Aug 2024 | Common Stock, par value $0.01 per share | 8,695,652 | $2.61 | See Footnotes | F1, F2, F7 |
FIG Buyer GP, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Reflects securities held directly by FIG LLC, a Delaware limited liability company ("FIG"). Fortress Operating Entity I LP, a Delaware limited partnership ("FOE I"), is the owner of all of the issued and outstanding interests of FIG. FIG Blue LLC, a Delaware limited liability company ("FIG Blue"), is the general partner of FOE I. FIG Blue is wholly-owned by Fortress Investment Group LLC, a Delaware limited liability company ("Fortress Investment Group"). FINCO I Intermediate Holdco LLC, a Delaware limited liability company ("FINCO I IH"), is the sole member of Fortress Investment Group. FINCO I LLC, a Delaware limited liability company, is the sole member of FINCO I IH. FIG Parent, LLC, a Delaware limited liability company ("FIG Parent"), is the sole member of FINCO I LLC. Foundation Holdco LP, a Delaware limited partnership ("Foundation Holdco"), is the sole member of FIG Parent. FIG Buyer GP, LLC, a Delaware limited liability company is the general partner of Foundation Holdco. |
| F2 | Each reporting person disclaims beneficial ownership of all reported securities except to the extent of its pecuniary interest therein and the inclusion of the securities in this report shall not be deemed to be an admission of beneficial ownership of the reported securities for the purposes of Section 16 or otherwise. |
| F3 | On August 9, 2024, FIG exercised options to purchase an aggregate of 11,818,062 shares of the Issuer's common stock at various prices as reported in the two Forms 4 filed on the date hereof. These options were net settled, resulting in the Issuer's withholding of 3,399,501 of the option shares for the exercise prices and issuing to FIG the remaining 8,418,561 shares. |
| F4 | Reflects securities held directly by Principal Holdings I LP, a Delaware limited partnership ("Principal Holdings"). Foundation Holdco LP, a Delaware limited partnership ("Foundation Holdco") is the general partner of Principal Holdings. FIG Buyer GP, LLC, a Delaware limited liability company ("FIG Buyer"), is the general partner of Foundation Holdco. |
| F5 | These options are fully vested and exercisable, provided that FIG's right to exercise them is suspended in connection with those tandem awards held by certain directors and officers of the Issuer, subject to the terms of such awards. |
| F6 | Reflects the cancellation of certain options in connection with the exercise of corresponding tandem awards by an officer of the Issuer. |
| F7 | Upon grant (August 1, 2022), such options were fully vested and become exercisable over a 30-month period in monthly installments beginning on the first of each month following the month in which the options were granted, provided that FIG's right to exercise them is suspended in connection with those tandem awards held by certain directors and officers of the Issuer, subject to the terms of such awards. |
Due to the limitation on the number of transactions that can be reported on a single Form 4, this Form 4 is the second of two being filed by the reporting persons on the date hereof.