SEC Form 4 · accession 0001209191-15-047759
Black Knight, Inc. · BKI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Fidelity National Financial, Inc.
10% Owner
Chicago Title Insurance Co
10% Owner
FNTG Holdings, LLC
10% Owner
Fidelity National Title Insurance Co
10% Owner
Fidelity National Title Group, Inc.
10% Owner
Period of report
May 26, 2015
Accepted (ET)
May 28, 2015 · 8:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001627014
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2 | May 26, 2015 | J | 75,817,079 | $0.00 | A | 75,817,079 | I | See Footnote |
| Class B Common StockF3 | May 26, 2015 | J | 4,535,429 | $0.00 | A | 4,535,429 | I | See Footnote |
| Class B Common StockF4 | May 26, 2015 | J | 2,957,432 | $0.00 | A | 2,957,432 | I | See Footnote |
| Common StockF5 | May 26, 2015 | J | 1,000 | $0.00 | D | 0 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LLC UnitsF2,F6 | — | May 26, 2015 | J | 75,817,079 | A | — | — | Class A Common Stock | 75,817,079 | 75,817,079 | I |
| LLC UnitsF3,F6 | — | May 26, 2015 | J | 4,535,429 | A | — | — | Class A Common Stock | 4,535,429 | 4,535,429 | I |
| LLC UnitsF4,F6 | — | May 26, 2015 | J | 2,957,432 | A | — | — | Class A Common Stock | 2,957,432 | 2,957,432 | I |
Explanation of responses
- F1On May 26, 2015, in connection with the closing of the Issuer's initial public offering and the transactions contemplated in connection therewith, each holder of a unit of Black Knight Financial Services, LLC received a number of shares of Class B Common Stock of the Issuer equal to the number of units held by such person. Shares of Class B Common Stock do not have economic rights. Upon any exchange of units for Class A Common Stock, the corresponding shares of Class B Common Stock then owned by such holder will be cancelled.
- F2Represents securities held directly by Black Knight Holdings, Inc. ("BKHI"). BKHI is a wholly owned subsidiary of Fidelity National Financial, Inc. ("FNF"). FNF may be deemed to indirectly beneficially own the securities held directly by BKHI. FNF disclaims beneficial ownership of these securities except to the extent of its 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 or for any other purpose.
- F3Represents securities held directly by Chicago Title Insurance Company ("CTIC"). CTIC is a wholly owned subsidiary of Fidelity National Title Group, Inc. ("FNTG Inc."). FNTG Inc. is a wholly owned subsidiary of FNTG Holdings, LLC ("FNTG LLC"). FNTG LLC is a wholly owned subsidiary of FNF. Each of FNTG Inc., FNTG LLC and FNF may be deemed to indirectly beneficially own the securities held directly by CTIC. Each of FNTG Inc., FNTG LLC and FNF disclaims beneficial ownership of these securities except to the extent of its 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 or for any other purpose.
- F4Represents securities held directly by Fidelity National Title Insurance Company ("FNTIC"). FNTIC is a wholly owned subsidiary of FNTG Inc. FNTG Inc. is a wholly owned subsidiary of FNTG LLC. FNTG LLC is a wholly owned subsidiary of FNF. Each of FNTG Inc., FNTG LLC and FNF may be deemed to indirectly beneficially own the securities held directly by FNTIC. Each of FNTG Inc., FNTG LLC and FNF disclaims beneficial ownership of these securities except to the extent of its 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 or for any other purpose.
- F5On May 26, 2015, FNF contributed to BKHI, its wholly owned subsidiary, 1,000 shares of the Issuer's common stock, par value $0.01 per share, which were immediately canceled in connection with the Amendment and Restatement of the Issuer's Certificate of Incorporation.
- F6Pursuant to the terms of and subject to the limitations and restrictions set forth in the Amended and Restated Operating Agreement of Black Knight Financial Services, LLC, dated May 26, 2015, and any exchange agreement, units of Black Knight Financial Services, LLC are exchangeable for shares of Class A common stock on a one-for-one basis.
Remarks
Exhibit 99.1 (Joint Filer Information) incorporated herein by reference.