SEC Form 4 · accession 0001144204-18-060911
Waitr Holdings Inc. · WTRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Gray Stream
Director
Period of report
Nov 15, 2018
Accepted (ET)
Nov 19, 2018 · 8:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001653247
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 15, 2018 | A | 72,220 | — | A | 72,220 | D | |
| Common StockF1,F2 | Nov 15, 2018 | A | 509,324 | — | A | 581,544 | I | See Footnote |
| Common StockF1,F2 | Nov 15, 2018 | A | 9,169 | — | A | 590,713 | I | See Footnote |
| Common StockF1,F2 | Nov 15, 2018 | A | 97,794 | — | A | 688,507 | I | See Footnote |
| Common StockF1,F2 | Nov 15, 2018 | A | 617,049 | — | A | 1,305,556 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares acquired as merger consideration pursuant to an Agreement and Plan of Merger, dated as of May 16, 2018, by and among the Issuer, Landcadia Merger Sub, Inc., a Delaware corporation ("Merger Sub"), and Waitr Incorporated, a Louisiana corporation ("Waitr"), pursuant to which Waitr merged with and into Merger Sub, with Merger Sub surviving the merger as a wholly owned direct subsidiary of the Issuer (the "business combination"). The closing price of the Issuer's common stock was $11.94 on the effective date of the business combination.
- F2William Gray Stream has voting and dispositive control over 509,324 shares held directly by Stream Investment Holdings, LLC, 9,169 shares held directly by Steam Financial Services, LLC, 97,794 shares held directly by Sierra Pelican, LLC and 617,049 shares held directly by Mithras, LLC. Accordingly, Mr. Stream may be deemed to have or share beneficial ownership of such shares. Mr. Stream disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.