Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ACI | Class A common stock, par value $0.01 | Other | $0 | -30.3M | -52.11% | $0.00 | 27.8M | Dec 19, 2022 | See footnotes | F1, F2, F3 |
transaction | ACI | Class A common stock, par value $0.01 | Other | $0 | +14.4M | +82589.51% | $0.00 | 14.4M | Dec 19, 2022 | See footnotes | F1, F2, F3 |
Id | Content |
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F1 | On December 19, 2022, 30,290,647 shares of Issuer's Class A common stock held by Jubilee ABS Holding LLC ("Jubilee") were distributed to all of the members of Jubilee in a pro rata distribution for no consideration, including 14,388,744 shares of Issuer's Class A common stock distributed to trusts or entities owned or controlled by Jay L. Schottenstein (the "Reporting Person"). |
F2 | Jubilee and/or one or more of its affiliates have entered into a stockholders' agreement, dated June 25, 2020 (the "Stockholders' Agreement"), among the Issuer and certain holders of Company Class A common stock (together with Jubilee, the "Sponsors"). Pursuant to the Stockholders' Agreement, the Sponsors have agreed to act in concert and vote together on certain matters relating to the Company. As a result, the Sponsors in the aggregate may be deemed to beneficially own more than 10% of the outstanding shares of Company Class A common stock. The Reporting Person may be deemed the indirect beneficial owner of the shares held by Jubilee through his indirect interest in Jubilee. However, the Reporting Person and his affiliates do not have a pecuniary interest in the securities of the Company held by the other Sponsors. |
F3 | The securities reported herein are held by one or more funds and/or accounts managed by the Reporting Person. The Reporting Person expressly disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. |