George Raymond Zage III - Sep 15, 2023 Form 4 Insider Report for Grindr Inc. (GRND)

Signature
/s/ William Shafton, Attorney-in-fact
Stock symbol
GRND
Transactions as of
Sep 15, 2023
Transactions value $
$1,955,360
Form type
4
Date filed
9/19/2023, 04:15 PM
Previous filing
Sep 6, 2023
Next filing
Dec 11, 2023

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 Sale -$418K -663K -0.91% $0.63* 72.3M Sep 15, 2023 By Tiga SVH Investments Ltd. F1
holding GRND Common Stock, par value $0.0001 per share 5.56M Sep 15, 2023 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 Guaranteed Exchangeable Note (Initial Issue) Purchase $1.47M $1.47M Sep 15, 2023 Common Stock 196K $7.51 By LLC F2, F3, F4, F5, F6
transaction GRND Guaranteed Exchangeable Note (Second Issue) Purchase $1.53M $1.53M Sep 15, 2023 Common Stock 228K $6.69 By LLC F2, F4, F5, F6, F7
transaction GRND Guaranteed Exchangeable Note (Third Issue) Purchase $813K $813K Sep 15, 2023 Common Stock 126K $6.46 By LLC F2, F4, F5, F6, F8
transaction GRND Warrants (right to buy) Sale -$1.44M -1.8M -71.9% $0.80* 703K Sep 15, 2023 Common Stock 1.8M $11.50 By Tiga SVH Investments Ltd. F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Tiga SVH Investments Ltd. is 100% owned by Tiga Investments Pte. Ltd., which is 100% owned by the Reporting Person.
F2 These Guaranteed Exchangeable Notes (each, a "Note" and, collectively, the "Notes") are issued by Longview Grindr Holdings Limited under the terms and conditions of that certain Exchangeable Note Instrument, dated September 15, 2023.
F3 The conversion price was determined by multiplying the volume weighted average price of the Issuer's Common Stock for the last five consecutive trading days (the "Spot VWAP") as of March 30, 2023, which was $6.26, by 120%. If at any time the Spot VWAP is less than or equal to 80% of the then effective Spot VWAP for five consecutive trading days, the Spot VWAP for the purposes of determining the conversion price will be automatically adjusted downwards to the Spot VWAP calculated as of the fifth such consecutive trading day.
F4 Each note may be converted when the underlying shares of the Issuer's Common Stock may be transferred without restrictions or encumbrances and are freely tradeable.
F5 The Note matures on March 30, 2024.
F6 The Note is held by Big Timber Holdings, LLC, a Nevis limited liability company ("Big Timber"). The Reporting Person is the Manager and sole member of Big Timber and exercises ultimate voting and investment power over the Note and any shares of the Issuer's Common Stock that may be acquired by Big Timber as a result of conversion of the Notes.
F7 The conversion price was determined by multiplying the Spot VWAP as of June 15, 2023, which was $6.08, by 110%. If at any time the Spot VWAP is less than or equal to 80% of the then effective Spot VWAP for five consecutive trading days, the Spot VWAP for the purposes of determining the conversion price will be automatically adjusted downwards to the Spot VWAP calculated as of the fifth such consecutive trading day.
F8 The conversion price was determined by multiplying the Spot VWAP as of September 15, 2023, which was $5.87, by 110%. If at any time the Spot VWAP is less than or equal to 80% of the then effective Spot VWAP for five consecutive trading days, the Spot VWAP for the purposes of determining the conversion price will be automatically adjusted downwards to the Spot VWAP calculated as of the fifth such consecutive trading day.