Key facts
- This page summarizes Teachers Pension Plan Board Ontario's Form 4 filing for AZEK Co Inc. (AZEK).
- 3 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 12 Jun 2023, 18:13.
Teachers Pension Plan Board Ontario - 08 Jun 2023 Form 4 Insider Report for AZEK Co Inc. (AZEK)
- Reporting relationship
- Director
- Issuer ticker
- AZEK
- Reported as of
- 08 Jun 2023
- Net transaction value
- -$151,154,625
- SEC form
- 4
- Accepted by SEC
- 12 Jun 2023, 18:13:38 UTC
- Prior SEC filing
- 09 Jun 2023
- Next SEC filing
- 14 Aug 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Jonathan Law, Managing Director, Corporate & Investments Compliance
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Teachers Pension Plan Board Ontario filed Form 4 for AZEK Co Inc. (AZEK) on 12 Jun 2023.
Change
- Previous filing in this sequence was filed on 09 Jun 2023.
- Current net transaction value: -$151,154,625.
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
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
AZEK
transaction
Class A Common Stock, par value $0.001 per share
Exercise of in-the-money or at-the-money derivative security
- Transaction value
- $25,578,000
- Shares
- -1,050,000
- Change %
- -14%
- Price
- $24.36
- Shares after
- 6,275,990
- Date
- 08 Jun 2023
- Ownership
- Direct
- Footnotes
- F1, F2
AZEK
transaction
Class A Common Stock, par value $0.001 per share
Sale
- Transaction value
- $125,576,625
- Shares
- -4,886,250
- Change %
- -78%
- Price
- $25.70
- Shares after
- 1,389,740
- Date
- 09 Jun 2023
- Ownership
- Direct
- Footnotes
- F1, F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
AZEK
transaction
Derivative
Option (obligation to sell)
Exercise of in-the-money or at-the-money derivative security
- Transaction value
- Shares
- -1,050,000
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 08 Jun 2023
- Ownership
- Direct
- Underlying class
- Class A Common Stock
- Underlying amount
- 1,050,000
- Exercise price
- Footnotes
- F1
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 2 footnotes
Footnote F1
Disposition pursuant to an underwriting agreement, dated May 16, 2023 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of Common Stock pursuant to the final prospectus dated May 16, 2023 and filed with the U.S. Securities and Exchange Commission on May 18, 2023 pursuant to Rule 424(b)(7) under the Securities Act of 1933, as amended, which offering was consummated on May 16, 2023 (the "Offering"). The Underwriting Agreement granted the underwriter an option to purchase an additional 1,050,000 shares of Class A Common Stock (the "Option") at the same price as the sale price to the underwriter in the Offering within 30 days from the date of Underwriting Agreement. On June 8, 2023, the underwriter exercised the Option in full.
Footnote F2
The reported securities are owned by OTPP. Mr. Ashfaq Qadri may be deemed to have power to dispose of or convert the shares held by OTPP because of a delegation of authority from the Board of Directors of OTPP; however, approval of disposition decisions is made by senior personnel within the capital markets group of OTPP in accordance with internal portfolio guidelines. Voting decisions are made by personnel within the public equities group of OTPP in accordance with internal proxy voting guidelines. As such, Nr. Qadri expressly disclaims beneficial ownership of such shares.
SEC remarks
For as long as OTPP held at least 5% of the total outstanding shares of the Issuer, OTPP had the right to nominate directors for election to the board of directors of the Issuer pursuant to a stockholders agreement, dated June 11, 2020, by and among the Issuer, Ares Corporate Opportunities Fund IV, L.P. ("ACOF IV") and OTPP. OTPP and ACOF IV had previously jointly nominated one director to the Issuer's board of directors, and OTPP has nominated one director. As a result of the Offering, OTPP will no longer hold more than 5% of the outstanding shares of Class A Common Stock and will therefore no longer be entitled to nominate directors to the Board. OTPP's current director nominees will continue in their respective positions until their successors are duly elected. Accordingly, OTPP may be deemed to be a director by deputization until such time.