Jonathan Green - Oct 17, 2022 Form 4 Insider Report for Waitr Holdings Inc. (ASAP)

Role: Director
Signature: /s/Annette L. Finch, as Attorney-in-Fact
Stock symbol: ASAP
Transactions as of: Oct 17, 2022
Transactions value $: -$54,037
Form type: 4
Date filed: 11/17/2022, 03:51 PM
Previous filing: Aug 2, 2022
Next filing: Nov 21, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ASAP	Common Stock	Sale	-$42.9K	-358K	-2.52%	$0.12	13.9M	Nov 15, 2022	See Footnote	F1
transaction	ASAP	Common Stock	Sale	-$1.33K	-11.1K	-0.08%	$0.12	13.8M	Nov 16, 2022	See Footnote	F1
transaction	ASAP	Common Stock	Sale	-$9.77K	-85.5K	-0.62%	$0.11	13.8M	Nov 17, 2022	See Footnote	F1
transaction	ASAP	Common Stock	Gift	$0	-19.8K	-100%	$0.00^*	0	Oct 17, 2022	Direct	F2

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
holding	ASAP	Convertible Promissory Notes						2.8M	Oct 17, 2022	Common Stock	2.8M	$7.95	See Footnote	F3, F4

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

Explanation of Responses:

Id	Content
F1	Mr. Green is a managing member and controlling person of Lugard Road Capital GP, LLC, the general partner of Lugard Road Capital Master Fund, LP ("Lugard Road Master"), which is an investment fund affiliated with Luxor Capital Group, LP ("Luxor Capital"). Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
F2	This transaction represents a charitable donation. This is not a market transaction, thus no price has been reported. No value was received for the donated shares.
F3	On November 15, 2018, $60,000,000 in aggregate principal amount of convertible promissory notes (the "Notes") were issued to Luxor Capital, $31,574,000 of which was issued to Lugard Road Master. The Notes currently bear interest at a rate of 4.5% per annum, paid quarterly (up to 33.3% as payment-in-kind if elected by Waitr Holdings Inc.), and will mature on May 15, 2024. As of November 16, 2022, the outstanding aggregate principal amount of the Notes totaled $42,338,530, of which $22,279,945 was issued to Lugard Road Master. Upon maturity, the Notes (and any accrued but unpaid interest) will be repaid in cash or converted into shares of common stock, at the holder's election. At any time, at the holder's election, each Note may be converted in whole or in part into shares of common stock at a rate of $7.95 per share. Pursuant to the Conversion Agreement dated July 22, 2022, the noteholders are permitted to convert up to $6,750,000 of principal into stock at a share price of $0.25.
F4	Securities are held directly by Lugard Road Master. Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.