Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | GSKY | Class B common stock | Disposed to Issuer | $0 | -5.57M | -100% | $0.00* | 0 | May 29, 2018 | By RS 2018 NV Trust | F1, F2, F3 |
holding | GSKY | Class B common stock | 22.3M | May 29, 2018 | By GS Investment Holdings, LLC | F3, F4 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | GSKY | Holdco Units | Disposed to Issuer | -$122M | -5.57M | -100% | $21.85 | 0 | May 29, 2018 | Class A common stock | 5.57M | By RS 2018 NV Trust | F1, F2, F5 | |
holding | GSKY | Holdco Units | 22.3M | May 29, 2018 | Class A common stock | 22.3M | By GS Investment Holdings, LLC | F3, F4, F5 |
Id | Content |
---|---|
F1 | This Form 4 is being amended to correct the name of the entity that conducted the reported transaction. In this transaction, RS 2018 NV Trust sold 5,571,623 Holdco Units to GreenSky, Inc. in a transaction that was approved in advance by GreenSky Inc.'s board of directors. Therefore, this transaction is exempt from Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(c). |
F2 | Represents Holdco Units purchased by GreenSky, Inc. in connection with its initial public offering, and shares of Class B common stock automatically cancelled upon such purchase. |
F3 | The Class B common stock entitles holders to ten votes per share, votes as a single class with the Class A common stock, has no economic rights and is subject to forfeiture upon exchange of the Reporting Person's Holdco Units as described below. |
F4 | The amount of securities reflects a 100% indirect economic interest in GS Investment Holdings, LLC. Mr. Sheft disclaims any interest in 65.85% of these securities. |
F5 | Pursuant to the Exchange Agreement, dated May 23, 2018, by and among GreenSky, Inc., GreenSky Holdings, LLC ("GS Holdings") and the members of GS Holdings, the Holdco Units may be exchanged by the Reporting Person (with automatic cancellation of an equal number of shares of Class B common stock) for shares of Class A common stock on a one-for-one basis, subject to customary adjustments for stock splits, stock dividends, reclassifications and other similar transactions, stock repurchases and other reinvestments of excess cash, or for cash (based on the market price of the shares of Class A common stock), at GreenSky, Inc.'s option. |