Mitchell Saunders - Sep 30, 2022 Form 4 Insider Report for Atlanticus Holdings Corp (ATLC)

Role: Chief Accounting Officer
Signature: /s/ Mitchell Saunders
Stock symbol: ATLC
Transactions as of: Sep 30, 2022
Transactions value $: $40,000
Form type: 4
Date filed: 10/4/2022, 04:31 PM
Previous filing: Apr 1, 2022
Next filing: Mar 15, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ATLC	Common Stock						64.4K	Sep 30, 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	ATLC	Series B Preferred Stock	Purchase	$38K	+1.9K		$20.00	1.9K	Sep 30, 2022	Common Stock			Direct	F1, F2, F3, F4
transaction	ATLC	Series B Preferred Stock	Purchase	$2.02K	+101	+5.32%	$20.00	2K	Oct 3, 2022	Common Stock			Direct	F1, F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Series B Preferred Stock is convertible only if certain future events specified in Section 8 of the issuer's Amended and Restated Articles of Amendment Establishing the 7.625% Series B Cumulative Perpetual Perferred Stock (the "Articles") occur. Under such circumstances, the Series B Preferred Stock may be converted into a number of shares of Common Stock per share of Series B Preferred Stock equal to the lesser of (A) the quotient obtained by dividing (i) the sum of (x) the $25.00 liquidation preference per share of Series B Preferred Stock to be converted plus (y) the amount of any accrued and unpaid dividends to, but not including, the Delisting Event Conversion Date (as defined in the Articles) or Change of Control Conversion Date (as defined in the Articles), as applicable (unless the Delisting Event Conversion Date or Change of Control Conversion Date, as applicable, is after a Dividend Record Date (as defined in the Articles)
F2	and prior to the corresponding Dividend Payment Date (as defined in the Articles), in which case no additional amount for such accrued and unpaid dividends will be included in such sum) by (ii) the Common Stock Price (as defined in the Articles) and (B) 1.29702 (the "Share Cap"), subject to the next sentence. The Share Cap is subject to pro rata adjustments for any stock splits (including those effected pursuant to a distribution of the Common Stock), subdivisions or combinations (in each case, a "Share Split") with respect to the Common Stock as follows: the adjusted Share Cap as the result of a Share Split shall be the number of shares of Common Stock that is equivalent to the product obtained by multiplying
F3	(i) the Share Cap in effect immediately prior to such Share Split by (ii) a fraction, the numerator of which is the number of shares of Common Stock outstanding after giving effect to such Share Split and the denominator of which is the number of shares of Common Stock outstanding immediately prior to such Share Split.
F4	The Series B Preferred Stock is perpetual and therefore has no expiration date.