One Planet Group LLC - 13 Sep 2024 Form 4 Insider Report for Inspirato Inc (ISPO)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
16 Sep 2024, 21:05:30 UTC
Prior SEC filing
15 Aug 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
ONE PLANET GROUP LLC By: Payam Zamani, Title: President and Chief Executive Officer, /s/ Payam Zamani

Key filing fact

One Planet Group LLC filed Form 4 for Inspirato Inc (ISPO) on 16 Sep 2024.

Key facts

  • This page summarizes One Planet Group LLC's Form 4 filing for Inspirato Inc (ISPO).
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 16 Sep 2024, 21:05.

Change

  • Previous filing in this sequence was filed on 15 Aug 2024.
  • Current net transaction value: +$8,564,607,203,600.

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.

ISPO transaction

Class A Common Stock

Purchase

Transaction value
$8,564,607,203,600
Shares
+1,580,180
Change %
+130%
Price
$5420020.00*
Shares after
2,795,451
Date
13 Sep 2024
Ownership
See footnotes (1) and (2) below.
Footnotes
F1, F2

Reported derivative securities

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

ISPO transaction Derivative

WARRANT (RIGHT TO BUY)

Purchase

Transaction value
$0
Shares
+2,915,451
Change %
Price
$0.000000
Shares after
2,915,451
Date
13 Sep 2024
Ownership
Direct
Underlying class
CLASS A COMMON STOCK
Underlying amount
2,915,451
Exercise price
$3.43
Footnotes
F1, F3, 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 August 12, 2024, Inspirato Incorporated (the "Company") entered into an investment agreement with One Planet Group LLC relating to the issuance and sale to One Planet Group LLC of (i) 1,335,271 shares (the "Tranche 1 Shares") of Class A common stock of the Company ("Class A Common Stock") for an aggregate purchase price of $4,579,980 (such transaction, the "Tranche 1 Purchase") and (ii) 1,580,180 shares of Class A Common Stock (the "Tranche 2 Shares") for an aggregate purchase price of $5,420,020 and an accompanying warrant (the "Warrant") to purchase up to 2,915,451 shares of Class A Common Stock (the "Warrant Shares") (such transaction, the "Tranche 2 Purchase").

Footnote F2

The Tranche 1 Purchase was consummated on August 13, 2024, and following certain related transfers of Tranche 1 Shares, 915,271 shares of Class A Common Stock were deemed to be directly beneficially owned by One Planet Group LLC and indirectly beneficially owned by Mr. Payam Zamani, while 300,000 shares of Class A Common Stock were deemed to be indirectly beneficially owned by both One Planet Group LLC and Mr. Zamani. The Tranche 2 Purchase was consummated on September 13, 2024. Following the Tranche 2 Purchase, as described above, a total of (x) 2,495,451 shares of Class A Common Stock and (y) a warrant to purchase up to 2,915,451 shares of Class A Common Stock may be deemed to be directly beneficially owned by One Planet Group LLC and indirectly beneficially owned by Mr. Zamani, while 300,000 shares of Class A Common Stock may be deemed to be indirectly beneficially owned by both One Planet Group LLC and Mr. Zamani.

Footnote F3

The later of (i) September 13, 2029 or (ii) in the case of a Fundamental Change (as defined in the Warrant) which is publicly announced before September 13, 2029 but which closes after September 13, 2029, the closing date of such Fundamental Change.

Footnote F4

There was no separate consideration for the Tranche 2 Shares and the Warrant Shares; the Tranche 2 Purchase was considered a single transaction for an aggregate purchase price of $5,420,020.

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