Filing Details

Accession Number:
0001209191-20-062970
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-12-11 16:49:58
Reporting Period:
2020-12-10
Accepted Time:
2020-12-11 16:49:58
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1728688 I3 Verticals Inc. IIIV Retail-Variety Stores (5331) KY
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1062406 M David Wilds 40 Burton Hills Blvd.
Suite 415
Nashville TN 37215
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock, Par Value $0.0001 Per Share Acquisiton 2020-12-10 400,000 $0.00 400,000 No 4 C Indirect By Front Street Equities, LLC
Class A Common Stock, Par Value $0.0001 Per Share Disposition 2020-12-10 400,000 $27.10 0 No 4 S Indirect By Front Street Equities, LLC
Class B Common Stock, Par Value $0.0001 Per Share Disposition 2020-12-10 400,000 $0.00 472,162 No 4 J Indirect By Front Street Equities, LLC
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect By Front Street Equities, LLC
No 4 S Indirect By Front Street Equities, LLC
No 4 J Indirect By Front Street Equities, LLC
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock, Par Value $0.0001 Per Share Common Units Disposition 2020-12-10 400,000 $0.00 400,000 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
472,162 No 4 C Indirect
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class B Common Stock, Par Value $0.0001 Per Share 270,636 Direct
Class B Common Stock, Par Value $0.0001 Per Share 7,839 Indirect By wife
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock, Par Value $0.0001 Per Share Common Units $0.00 270,636 270,636 Direct
Class A Common Stock, Par Value $0.0001 Per Share Common Units $0.00 7,839 7,839 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
270,636 270,636 Direct
7,839 7,839 Indirect
Footnotes
  1. Represents shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of i3 Verticals, Inc. (the "Issuer") thatwere obtained upon a redemption of an equal number of common units in i3 Verticals, LLC (the "Common Units").
  2. Represents shares of Class A Common Stock held by Front Street Equities, LLC and First Avenue Partners II, L.P. Front Street Equities, LLC is the General Partner of, and exercises voting and investment power over shares held by, First Avenue Partners II, L.P. Voting and investment decisions at Front Street Equities, LLC are made by David Wilds, who serves as (a) a limited partner and managing member of First Avenue Partners II, L.P., and (b) the sole member of Front Street Equities, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.
  3. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of the Common Units for shares of Class A Common Stock of the Issuer.
  4. Represents shares of Class B Common Stock held by Front Street Equities, LLC and First Avenue Partners II, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.
  5. This Form 4 shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any securities held solely by the Reporting Person's spouse.
  6. The Common Units may be redeemed by the holder at any time for an equal number of shares of Class A Common Stock or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon the redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.
  7. Represents Common Units held by Front Street Equities, LLC and First Avenue Partners II, L.P. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of these Common Units in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.