SEC Form 4 · accession 0001719015-18-000008
Switch, Inc. · SWCH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Gonsalves Balelo
10% Owner
Period of report
Aug 17, 2018
Accepted (ET)
Aug 20, 2018 · 8:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001710583
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CLASS A COMMON STOCKF1,F2 | Aug 17, 2018 | C | 850,000 | $10.30 | A | 850,000 | I | BY LLC |
| CLASS A COMMON STOCKF3,F4 | Aug 17, 2018 | C | 250,000 | $10.30 | A | 250,000 | I | BY TRUST |
| CLASS B COMMON STOCKF5,F2 | Aug 17, 2018 | J | 850,000 | — | D | 850,000 | I | BY LLC |
| CLASS B COMMON STOCKF5,F4 | Aug 17, 2018 | J | 250,000 | — | D | 250,000 | I | BY TRUST |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| COMMON UNITSF1,F2 | $10.30 | Aug 17, 2018 | C | 850,000 | A | — | — | CLASS A COMMON STOCK | 850,000 | 7,563,000 | I |
| COMMON UNITSF3,F4 | $10.30 | Aug 17, 2018 | C | 250,000 | A | — | — | CLASS A COMMON STOCK | 250,000 | 5,110,920 | I |
Explanation of responses
- F1The reporting person surrendered for redemption and conversion 850,000 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. The Common Units are redeemable on a one-for-one basis for shares of Class A Common Stock or, at the election of the Issuer, cash equal to the volume weighed average market price of one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date.
- F2Held by Balelo Holdings LLC, as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.
- F3The reporting person surrendered for redemption and conversion 250,000 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. The Common Units are redeemable on a one-for-one basis for shares of Class A Common Stock or, at the election of the Issuer, cash equal to the volume weighed average market price of one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date.
- F4Held by Balelo Family Irrevocable Subtrust, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.
- F5Upon the redemption and conversion of the Common Units into Class A Common Stock, one share of Issuer's Class B Common Stock held by the reporting person was forfeited and cancelled, without consideration, on a one-for-one basis for each share of Class A Common Stock acquired. The Class B Common Stock only confer voting rights (one vote per share) and do not confer economic rights.