SEC Form 4 · accession 0001144204-18-060923
Waitr Holdings Inc. · WTRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph Stough
Officer — President and COO
Period of report
Nov 15, 2018
Accepted (ET)
Nov 19, 2018 · 9:42 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 | 817,711 | — | A | 817,711 | D | |
| Common StockF1,F2 | Nov 15, 2018 | A | 24,768 | — | A | 842,479 | I | See Footnote |
| Common StockF1,F3 | Nov 15, 2018 | A | 12,383 | — | A | 854,862 | 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 Issuers common stock was $11.94 on the effective date of the business combination.
- F2Shares are held directly by Stough Family Trust for the benefit of the Reporting Persons children. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F3Shares are held directly by Jolie Ann Stough Trust for the benefit of the Reporting Persons daughter. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.