Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
holding | HGTY | Class V Common Stock | Dec 2, 2021 | Class A Common Stock | 51M | $0.00 | By Hagerty Holding Corp. | F1, F2, F3 |
Id | Content |
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F1 | Hagerty Holding Corp. ("HHC") holds 176,033,06 shares of Class V Common Stock of the Issuer and an equal number of units in The Hagerty Group, LLC, which are, together, exchangeable, at the option of HHC, on a one-for-one basis for a share of Class A Common Stock of the Issuer or, at the option of the Issuer, an equivalent value in cash. HHC is owned by members of the Hagerty family, including McKeel Hagerty, Hagerty's Chief Executive Officer, Tammy Hagerty, the sister of McKeel Hagerty, and the Kim Hagerty Revocable Trust, a trust for the benefit of Kim Hagerty's estate. |
F2 | The shareholders of HHC have the authority over the disposition and voting of the shares of Class V Common Stock held by HHC. Each of McKeel Hagerty, Tammy Hagerty and The Goldman Sachs Trust Company, N.A., as the trustee for the Kim Hagerty Revocable Trust, have voting power on matters submitted to the shareholders of HHC, and except in limited circumstances, decisions to vote or dispose of the shares of Class A Common Stock will be made by a majority vote of the three voting shareholders. As a result of these rights and the relative ownership of each of the three principal shareholders of HHC, McKeel Hagerty may be deemed to be the beneficial owner of 50,978,823 shares of Class A Common Stock. |
F3 | Class V Common Stock shares are redeemable for an equal number shares of the issuer's Class A Common Stock or, at the election of the issuer, cash equal to the fair market value of such shares. The Class V Common Stock shares have no expiration date. |
Exhibit List Exhibit 24 - Confirming Statement