Jon Winkelried - 12 Jan 2022 Form 3 Insider Report for Vacasa, Inc. (VCSA)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
21 Jan 2022, 17:10:35 UTC
Next SEC filing
13 Jan 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Gerald Neugebauer on behalf of Jon Winkelried (5)

Key filing fact

Jon Winkelried filed Form 3 for Vacasa, Inc. (VCSA) on 21 Jan 2022.

Key facts

  • This page summarizes Jon Winkelried's Form 3 filing for Vacasa, Inc. (VCSA).
  • 0 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 21 Jan 2022, 17:10.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

VCSA holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
4,375,845
Date
12 Jan 2022
Ownership
See Explanation of Responses
Footnotes
F1, F3, F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VCSA holding Derivative

Class G Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
12 Jan 2022
Ownership
See Explanation of Responses
Underlying class
Class A Common Stock
Underlying amount
6,333,333
Exercise price
Footnotes
F1, F2, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

On January 12, 2022, in connection with TPG Inc.'s initial public offering, TPG Inc. engaged in certain transactions as part of a corporate reorganization. As a result of the reorganization, Mr. Jon Winkelried (the "Reporting Person") may be deemed to beneficially own the (i) shares of Class A Common Stock, par value $0.00001 per share ("Class A Shares"), of Vacasa, Inc. (the "Issuer") held by each of TPG Pace Solutions Sponsor, Series LLC ("TPG Pace Solutions Sponsor") and Tarrant Remain Co III, L.P. ("RemainCo") and (ii) shares of Class G Common Stock, par value $0.00001 per share ("Class G Shares"), of the Issuer held by TPG Pace Solutions Sponsor. The Reporting Person disclaims beneficial ownership of the securities of the Issuer held by TPG Pace Solutions Sponsor and RemainCo, except to the extent of his pecuniary interest therein, if any.

Footnote F2

Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, the Class G Shares will automatically convert into Class A Shares only to the extent the trading price of the Class A Shares exceeds certain thresholds or in the event of a change of control transaction, in each case subject to adjustment. Any Class G Shares that remain issued and outstanding on December 6, 2031 will automatically be transferred to the Issuer for no consideration and will be retired.

Footnote F3

Excluding Class A Shares and Class G Shares directly held by TPG Pace Solutions Sponsor and RemainCo, Mr. Winkelried holds directly or indirectly 100,000 Class A Shares.

Footnote F4

Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of his pecuniary interest.

SEC remarks

5. Gerald Neugebauer is signing on behalf of Mr. Winkelried pursuant to an authorization and designation letter dated October 20, 2020, which was previously filed with the Securities and Exchange Commission.

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