John Giampetroni - Mar 4, 2022 Form 4 Insider Report for PLBY Group, Inc. (PLBY)

Role
10%+ Owner
Signature
/s/ John Giampetroni
Stock symbol
PLBY
Transactions as of
Mar 4, 2022
Transactions value $
$0
Form type
4
Date filed
3/8/2022, 03:19 PM
Next filing
Mar 18, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PLBY Common Stock Other $0 -8.5M -100% $0.00* 0 Mar 4, 2022 Direct F1, F2
transaction PLBY Common Stock Other $0 +484K +8.31% $0.00 6.31M Mar 4, 2022 See Footnote F1, F3, F4
transaction PLBY Common Stock Other $0 +1.67M +26.46% $0.00 7.98M Mar 4, 2022 See Footnote F1, F5, F6
transaction PLBY Common Stock Other $0 +140K +1.75% $0.00 8.12M Mar 4, 2022 See Footnote F1, F7, F8
transaction PLBY Common Stock Other $0 +3.53M +43.52% $0.00 11.7M Mar 4, 2022 See Footnote F1, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a pro rata in-kind distribution of an aggregate of 8,500,524 shares of the common stock, par value $0.0001 per share, of PLBY Group, Inc. (the "Issuer") by RT-ICON Holdings LLC ("RT-ICON") to its members for no consideration. As a result of the distribution, RT-ICON no longer beneficially owns shares of the Issuer's common stock and is being removed as a reporting person hereby. RTM-ICON (as defined herein) is also being removed as a reporting person as, following the distribution, RTM-ICON no longer beneficially owns greater than 10% of the Issuer's common stock.
F2 Represents shares of common stock held by RT-ICON. RTM-ICON LLC ("RTM-ICON") is the manager of RT-ICON. Rizvi Traverse Management, LLC ("Rizvi Traverse") is the sole member of RTM-ICON. Mr. John Giampetroni is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F3 Represents the receipt of 484,313 shares by RT-ICON FF LLC ("RT-ICON FF") in the distribution referenced in Footnote 1 above.
F4 Represents shares of common stock held by funds controlled by RTM-ICON. Rizvi Traverse is the sole member of RTM-ICON. Mr. John Giampetroni is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F5 Represents the receipt of an aggregate of 1,670,043 shares by funds controlled by Rizvi Traverse (the "funds") in the distribution referenced in Footnote 1 above.
F6 Represents shares of common stock held by the funds. Mr. John Giampetroni is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of common stock beneficially owned by the funds, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F7 Represents the receipt of 139,564 shares of common stock by Rizvi Traverse Partners II, LLC ("RTP II") in the distribution reference in Footnote 1 above.
F8 Represents 4,308,714 shares of common stock held by the funds and 279,128 shares of common stock held by RTP II. Rizvi Traverse Management II, LLC ("RTM II") is the manager of RTP II. Mr. John Giampetroni is a manager of RT GP II. Each of RTM II and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RTM II, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F9 Represents the receipt of 3,534,534 shares by Rizvi Opportunistic Equity Fund II, L.P. ("ROEF II") in the distribution referenced in Footnote 1 above.
F10 Represents 7,069,064 shares of common stock held by ROEF II, 4,308,714 shares of common stock held by the funds and 279,128 shares of common stock held by RTP II. Rizvi Traverse GP II, LLC ("RT GP II") is the general partner of ROEF II. Mr. John Giampetroni is a manager of RT GP II. Each of RT GP II and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of common stock beneficially owned by ROEF II, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

Remarks:

This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by Mr. Suhail Rizvi on March 8, 2022 and relates to the same transaction.