SEC Form 4 · accession 0001144204-16-130002
GTY Technology Holdings Inc. · GTYH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Joseph M Tucci
Officer — Co-CEO and Co-Chairman · Director · 10% Owner
William D Green
Officer — Co-CEO and Co-Chairman · Director · 10% Owner
Harry L. You
Officer — President and CFO · Director · 10% Owner
GTY Investors, LLC
10% Owner
Period of report
Oct 26, 2016
Accepted (ET)
Oct 27, 2016 · 9:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001682325
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Ordinary SharesF3,F4,F1 | — | Oct 26, 2016 | J | 2,280,000 | A | — | — | Class A Ordinary Shares | 2,280,000 | 13,680,000 | D |
Explanation of responses
- F1The Class B Ordinary Shares are convertible for the Issuer's Class A Ordinary Shares as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-213809) and have no expiration date.
- F2On October 26, 2016, in connection with the increase in the size of its initial public offering, the Issuer effected a share capitalization to maintain the number of Class B Ordinary Shares at 20.0% of the Issuer's issued and outstanding ordinary shares upon the consummation of its initial public offering.
- F3Includes 1,800,000 Class B Ordinary Shares that are subject to forfeiture depending on the extent to which the underwriters in the Issuer's initial public offering do not exercise their over-allotment option.
- F4The securities are held directly by GTY Investors, LLC. Messrs. Green, Tucci and You are the managers and, individually and pursuant to trusts and limited liability companies, are among the members of GTY Investors, LLC and share voting and dispositive power over the securities held directly by GTY Investors, LLC. As a result, each of GTY Investors, LLC and Messrs. Green, Tucci and You (collectively, the "Reporting Persons") may be deemed to have or share beneficial ownership of the securities held directly by GTY Investors, LLC. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein, and this Report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 or for any other purpose.