SEC Form 4 · accession 0001405086-15-000172
INNERWORKINGS INC · INWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF1,F2 | Jun 3, 2015 | A | 14,970 | $0.00 | A | 7,481,023 | I | SEE FOOTNOTE |
Table II — derivative securities
Explanation of responses
- F1Represents a grant of restricted stock issued pursuant to the InnerWorkings, Inc. 2006 Stock Incentive Plan, as amended, and granted in connection with service on the Board of Directors of the Issuer by Dan Friedberg, the President of GP and Sagard Management (each as defined below). The restricted stock vests on June 3, 2016, and was granted directly to Sagard Capital Partners, L.P., a Delaware limited partnership ("Sagard"), pursuant to the letter agreement dated April 18, 2014, among Sagard, Dan Friedberg and the Issuer.
- F2Sagard is the direct beneficial owner of the reported shares of Common Stock of the Issuer (the "Shares"). Sagard Capital Partners GP, Inc., a Delaware corporation ("GP"), and Sagard Capital Partners Management Corp., a Delaware corporation ("Sagard Management," and together with Sagard and GP, the "Reporting Persons") may be deemed to be indirect beneficial owners of such reported Shares. Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the securities reported herein except to the extent of its pecuniary interest therein.
Remarks
This Form 4 is being filed by the Reporting Persons. As a result of direct and indirect securities holdings, both Power Corporation of Canada and The Desmarais Family Residuary Trust (the "Trust"), which was formed under the Last Will and Testament of Paul G. Desmarais, may be deemed (i) to control the Reporting Persons, although the filing of this Form 4 shall not be construed as an admission that any such control relationship actually exists, and (ii) to beneficially own the securities reported herein. Each of Power Corporation of Canada, the Trust and the trustees of the Trust disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.