Robert I. Kauffman - Dec 31, 2021 Form 5 Insider Report for Hagerty, Inc. (HGTY)

Role
Director
Signature
/s/ Barbara E. Matthews, Power of Attorney
Stock symbol
HGTY
Transactions as of
Dec 31, 2021
Transactions value $
$65,000
Form type
5
Date filed
2/14/2022, 03:10 PM
Previous filing
Dec 6, 2021
Next filing
Apr 5, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HGTY Class A Common Stock Purchase +1.5M 1.5M Apr 9, 2021 By Aldel LLC F1, F2
transaction HGTY Class A Common Stock Purchase +515K 515K Apr 12, 2021 By Aldel Investors LLC F3, F4
transaction HGTY Class A Common Stock Purchase +2M 2M Dec 2, 2021 By Aldel LLC F2, F5
transaction HGTY Class A Common Stock Options Exercise +2.2M 2.2M Dec 2, 2021 By Aldel Investors LLC F4, F6
transaction HGTY Class A Common Stock Options Exercise +25K 25K Dec 2, 2021 Direct F6

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 HGTY Class B Common Stock Purchase +4.68M 0 Jan 11, 2021 Class A Common Stock 2.2M By Aldel Investors LLC F4, F7, F8
transaction HGTY Class B Common Stock Disposed to Issuer -175K -100% 0 Jan 15, 2021 Class A Common Stock 175K By Aldel Investors LLC F4, F8, F9
transaction HGTY Class B Common Stock Award +25K 0 Jan 15, 2021 Class A Common Stock 25K Direct F8, F10
transaction HGTY OTM Warrants Purchase $65K +650K $0.10* 650K Apr 8, 2021 Class A Common Stock 650K $15.00 By Aldel Investors LLC F4, F11, F12
transaction HGTY Public Warrants Purchase +750K 750K Apr 9, 2021 Class A Common Stock 750K $11.50 By Aldel LLC F1, F2, F13
transaction HGTY Private Placement Warrants Purchase +258K 258K Apr 12, 2021 Class A Common Stock 258K $11.50 By Aldel Investors LLC F3, F4, F12
transaction HGTY Class B Common Stock Disposed to Issuer -2.3M -100% 0 Apr 25, 2021 Class A Common Stock 2.3M By Aldel Investors LLC F4, F8, F14
transaction HGTY Class B Common Stock Options Exercise -2.2M -100% 0 Dec 2, 2021 Class A Common Stock 2.2M By Aldel Investors LLC F4, F6, F8
transaction HGTY Class B Common Stock Options Exercise -25K -100% 0 Dec 2, 2021 Class A Common Stock 25K Direct F6, F8
transaction HGTY PIPE Warrants Purchase +360K 360K Dec 2, 2021 Class A Common Stock 360K $11.50 By Aldel LLC F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Class A common stock were acquired as part of the public units ("Public Units") of Aldel Financial Inc. in connection with its initial public offering. Each Public Unit consisted of one share of Class A Common Stock and one-half of one Public Warrant to purchase one share of Class A Common Stock at an exercise price of $11.50 per share (the "Public Warrants"). The Public Units were purchased for $10.00 per share.
F2 Held by Aldel LLC. Mr. Kauffman is the manager of Aldel LLC and has voting and investment discretion with respect to the shares of common stock held of record by Aldel LLC. Mr. Kauffman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F3 Simultaneously with the consummation of the initial public offering of Aldel Financial Inc., Aldel Investors LLC acquired, at a price of $10.00 per unit, 515,000 units (the "Private Units") in a private placement for an aggregate purchase price of $5,150,000. Each Private Unit consists of one share of Class A Common Stock and one-half of one Private Placement Warrant to purchase one share of Class A Common Stock at an exercise price of $11.50 per share.
F4 Held by Aldel Investors LLC. Mr. Kauffman is the manager of Aldel Investors LLC and has voting and investment discretion with respect to the shares of common stock held of record by Aldel Investors LLC. Mr. Kauffman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F5 The shares of Class A common stock are held as part of the PIPE units ("PIPE Units") of Aldel Financial Inc., with each PIPE Unit consisting of one share of Class A Common Stock, par value $0.0001 per share ("Common Stock") and 18% of one PIPE Warrant to purchase one share of Common Stock at an exercise price of $11.50 per share (the "PIPE Warrants"). The PIPE Units were purchased for $10.00 per share from Aldel Financial Inc.
F6 As described in Aldel Financial Inc.'s definitive proxy statement dated November 10, 2021 under the heading "Description of Securities of Aldel- Founder Shares," the shares of Class B common stock of Aldel Financial Inc. were automatically converted into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis.
F7 On January 11, 2021, Aldel Financial Inc. issued 4,675,000 shares of Class B Common Stock to Aldel Investors LLC for a purchase price of $20,326.09.
F8 On December 2, 2021, upon closing of the initial business combination, the shares of Class B common stock converted into shares of Class A common stock on a one-for-one basis.
F9 On January 15, 2021, the Aldel Investors LLC transferred an aggregate of 175,000 shares of Class B Common Stock to members of the Aldel Financial Inc.'s management and board of directors as well as senior advisors.
F10 On January 15, 2021, Robert Kauffman received 25,000 shares of Class B Common Stock from Aldel Investors LLC.
F11 Consists of 650,000 OTM Warrants purchased pursuant to the OTM Warrants Purchase Agreement, dated April 8, 2021, by and among Aldel Financial Inc., Aldel Investors LLC, a Delaware limited liability company, and FG SPAC Partners LP, a Delaware limited partnership. Each OTM Warrant is exercisable for one share of Class A Common Stock at an exercise price of $15.00 per share.
F12 Pursuant to the Sponsor Warrant Lock-Up Agreement dated as of December 2, 2021, the Private Placement Warrants are not exercisable until the date on which the volume weighted average trading price of the Class A Common Stock exceeds $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing December 2, 2022, and the OTM Warrants are not exercisable until the date on which the volume weighted average trading price of the common stock of the Class A Common Stock exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing June 2, 2023.
F13 The Public Warrants are exercisable beginning on April 12, 2022.
F14 On March 25, 2021, Aldel Investors LLC forfeited to Aldel Financial Inc. for no consideration, 2,300,000 shares of Class B Common Stock.

Remarks:

Exhibit List: Exhibit 24 - Confirming Statement