Robert I. Kauffman - Jul 3, 2024 Form 4 Insider Report for Hagerty, Inc. (HGTY)

Role
Director
Signature
/s/ Diana M. Chafey, Power of Attorney
Stock symbol
HGTY
Transactions as of
Jul 3, 2024
Transactions value $
-$166,870
Form type
4
Date filed
7/8/2024, 09:56 PM
Previous filing
Jul 2, 2024
Next filing
Jul 11, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HGTY Class A Common Stock Options Exercise +428K +8.36% 5.54M Jul 3, 2024 By Aldel LLC F1, F2, F3, F4
transaction HGTY Class A Common Stock Sale -$50.2K -4.55K -0.08% $11.04 5.54M Jul 3, 2024 By Aldel LLC F4, F5, F6
transaction HGTY Class A Common Stock Sale -$48K -4.4K -0.08% $10.90 5.53M Jul 5, 2024 By Aldel LLC F4, F5, F7
transaction HGTY Class A Common Stock Sale -$68.7K -6.2K -0.11% $11.07 5.53M Jul 8, 2024 By Aldel LLC F4, F5, F8
holding HGTY Class A Common Stock 53.5K Jul 3, 2024 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 HGTY Warrants Options Exercise -1.23M -100% 0 Jul 3, 2024 Class A Common Stock 1.23M By Aldel LLC F2, F4
transaction HGTY Warrants Options Exercise -908K -100% 0 Jul 3, 2024 Class A Common Stock 908K By Aldel Capital LLC F2, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The disposition of the warrants and the acquisition of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock") by Aldel LLC and Aldel Capital LLC were approved by a committee comprised entirely of non-employee directors as defined in Rule 16b-3(b)(3) under the Securities Exchange Act of 1934, as amended.
F2 On July 3, 2024, pursuant to the Issuer's previously announced exchange offer, (i) Aldel LLC exchanged 360,000 PIPE Warrants for 72,000 shares of Class A Common Stock, (ii) Aldel LLC exchanged 871,384 Public Warrants for 174,276 shares of Class A Common Stock, (iii) Aldel Capital LLC exchanged 257,500 Private Placement Warrants for 51,500 shares of Class A Common Stock, which settled in the name of Aldel LLC, and (iv) Aldel Capital LLC exchanged 650,000 OTM Warrants for 130,000 shares of Class A Common Stock, which settled in the name of Aldel LLC. The PIPE Warrants, Public Warrants and Private Placement Warrants each previously entitled the holder to purchase one share of Class A Common Stock at a price of $11.50 per share. The OTM Warrants previously entitled the holder to purchase one share of Class A Common Stock at a price of $15.00 per share.
F3 Includes 2,143,571 shares of Class A Common Stock held by Aldel LLC which originally converted from Class B common stock upon the closing of the initial business combination on December 2, 2021.
F4 Held by Aldel LLC. The Reporting Person is the manager of Aldel LLC and has voting and investment discretion with respect to the securities held of record by Aldel LLC. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F5 The reported sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 11, 2023.
F6 This transaction was executed in multiple trades at prices ranging from $10.95 to $11.10. The price reported above reflects the weighted average purchase price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
F7 This transaction was executed in multiple trades at prices ranging from $10.78 to $11.04. The price reported above reflects the weighted average purchase price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
F8 This transaction was executed in multiple trades at prices ranging from $10.94 to $11.14. The price reported above reflects the weighted average purchase price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
F9 Held by Aldel Capital LLC. Aldel Capital LLC is wholly owned by Aldel LLC. The Reporting Person has voting and investment power over the shares of Class A Common Stock held by Aldel Capital LLC. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.