Lanktree Charles T. - 29 Feb 2024 Form 4 Insider Report for FG Group Holdings Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
01 Mar 2024, 17:06:25 UTC
Prior SEC filing
09 Feb 2024
Next SEC filing
16 Dec 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Charles T. Lanktree

Key filing fact

Lanktree Charles T. filed Form 4 for FG Group Holdings Inc. on 01 Mar 2024.

Key facts

  • This page summarizes Lanktree Charles T.'s Form 4 filing for FG Group Holdings Inc..
  • 3 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 01 Mar 2024, 17:06.

Change

  • Previous filing in this sequence was filed on 09 Feb 2024.
  • 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

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

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

FGH transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-113,793
Change %
-100%
Price
Shares after
0
Date
29 Feb 2024
Ownership
Direct
Footnotes
F1, F2
FGH transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-7,500
Change %
-100%
Price
Shares after
0
Date
29 Feb 2024
Ownership
By Family
Footnotes
F1, F2
FGH transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-20,833
Change %
-100%
Price
Shares after
0
Date
29 Feb 2024
Ownership
Direct
Footnotes
F1, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Lanktree Charles T. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

On January 3, 2024, Fundamental Global Inc. (f/k/a FG Financial Group, Inc., the "Parent"), FG Group LLC (the "Acquiror"), and FG Group Holdings Inc. (the "Company") entered into a Plan of Merger (the "Merger Agreement"), pursuant to which the Company merged with and into the Acquiror, with the Acquiror surviving the merger as a wholly owned subsidiary of the Parent (the "Merger"). On February 29, 2024, at approximately 4:05 PM Eastern time, the effective time of the Merger (the "Effective Time"), all of the outstanding shares of common stock of the Company ("Company Common Stock") were converted into shares of common stock of the Parent ("Parent Common Stock") on a 1:1 basis (the "Exchange Ratio") pursuant to the terms of the Merger Agreement.

Footnote F2

Disposed of pursuant to the Merger Agreement in exchange for a number of shares of Parent Common Stock equal to the product of (i) the number of shares of Company Common Stock owned as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio.

Footnote F3

Restricted Share Units (RSUs) granted as non-employee director compensation pursuant to the FG Group Holdings, Inc. 2017 Omnibus Equity Compensation Plan. Pursuant to the Merger Agreement, each RSU convertible into shares of Company Common Stock (a "Company RSU") that was outstanding immediately prior to the Effective Time, was converted into an RSU to acquire the number of shares of Parent Common Stock equal to the product of (i) the number of shares subject to such Company RSU as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio. Each assumed Company RSU will continue to be governed by the same terms and conditions, including vesting terms, as were applicable to such Company RSU immediately prior to the Effective Time.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .