George Raymond Zage III - Dec 14, 2022 Form 4 Insider Report for Grindr Inc. (GRND)

Role
Director, 10%+ Owner
Signature
/s/ William Shafton, Attorney-in-fact
Stock symbol
GRND
Transactions as of
Dec 14, 2022
Transactions value $
$2,244,826,645,344
Form type
4
Date filed
12/16/2022, 03:48 PM
Previous filing
Dec 5, 2022
Next filing
Dec 19, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GRND Common Stock, par value $0.0001 per share Conversion of derivative security $915B +381K +0.53% $2,398,439.50* 72.4M Dec 14, 2022 By Corporation F1, F2, F3
transaction GRND Common Stock, par value $0.0001 per share Conversion of derivative security $1.33T +555K +0.77% $2,398,439.50* 72.9M Dec 14, 2022 By Corporation F2, F3, F4
holding GRND Common Stock, par value $0.0001 per share 5.2M Dec 14, 2022 Direct

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 GRND Options Conversion of derivative security -381K -100% 0 Dec 14, 2022 Common Stock 381K $2.56 By Corporation F1, F2, F3
transaction GRND Options Purchase +555K 0 Dec 14, 2022 Common Stock 555K By Corporation F2, F3, F4
transaction GRND Options Conversion of derivative security -555K -100% 0 Dec 14, 2022 Common Stock 555K $2.56 By Corporation F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Relates to the exercise of an option to acquire Common Stock of the Issuer from another shareholder within 30 days of the consummation of the Business Combination (as defined in the Issuer's proxy statement (Registration No. 333-264902) ("Proxy")).
F2 As described in the Proxy, shares of the Issuer's Common Stock were issued to San Vicente Holdings LLC, ("SVH") in exchange for Grindr Group LLC ("LG") Series X ordinary units indirectly held by SVH. The Reporting Person indirectly had a 43% non-voting, economic only interest in LG through Tiga SVH Investments Ltd. ("TSVH"), which held a 54.1% non-voting, economic only interest in SVH. Tiga Investments Pte. Ltd. ("TI") is the sole equityholder of TSVH and exercises ultimate voting and investment power of the shares held by TSVH. TI acquired the right to exercise the options and has exercised and upon settlement will receive the shares of Common Stock disclosed herein, being 935,953 shares of Common Stock, with the remaining 72,006,333 shares of Common Stock that are indirectly held by the Reporting Person being held by TSVH. The Reporting Person is the sole equityholder of TI and exercises ultimate voting and investment power of the shares held by TI.
F3 The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F4 TI acquired from Longview Capital SVH LLC the right to receive shares in respect of an option to acquire 554,639 shares of Common Stock of the Issuer from another shareholder within 30 days of the consummation of the Business Combination and exercised that option upon acquisition. TI has granted Longview Capital Holdings LLC the option to acquire up to 297,157 shares of Common Stock at an exercise price of $5.52 per share which is exercisable before or on June 15, 2023.