SEC Form 4 · accession 0001209191-19-018588

GreenSky, Inc. · GSKY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — President, Chief Risk Officer

Period of report

Mar 7, 2019

Accepted (ET)

Mar 11, 2019 · 6:56 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001712923

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A common stock^F1	Mar 7, 2019	A	20,617	$0.00	A	20,617	D
Class A common stock^F2	Mar 7, 2019	A	133,188	$0.00	A	153,805	D
Class B common stock^F3	holding	—	—		—	956,983	D
Class B common stock^F3,F4	holding	—	—		—	116,547	I	By Kaliban 2014, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (right to buy)^F5	$12.55	Mar 7, 2019	A	227,275	A	—	Mar 7, 2029	Class A common stock	227,275	227,275	D
Holdco Units^F6	—	holding	—	—	—	—	—	Class A common stock	956,983	956,983	D
Holdco Units^F4,F6	—	holding	—	—	—	—	—	Class A common stock	116,547	116,547	I

F1Grant of restricted stock, which will vest in three substantially equal installments on March 7, 2020, March 7, 2021, and March 7, 2022.
F2Grant of restricted stock, which will vest in four equal installments on March 7, 2020, March 7, 2021, March 7, 2022, and March 7, 2023.
F3The Class B common stock entitles holders to ten votes per share, votes as a single class with the Class A common stock, has no economic rights and is subject to forfeiture upon exchange of the Reporting Person's Holdco Units as described below.
F4Mr. Kaliban is the sole member and manager of Kaliban 2014, LLC.
F5The stock option vests in four substantially equal installments on March 7, 2020, March 7, 2021, March 7, 2022, and March 7, 2023.
F6Pursuant to the Exchange Agreement, dated May 23, 2018, by and among the Issuer, GreenSky Holdings, LLC ("GS Holdings") and the members of GS Holdings, the Holdco Units may be exchanged by the Reporting Person (with automatic cancellation of an equal number of shares of Class B common stock) for shares of Class A common stock on a one-for-one basis, subject to customary adjustments for stock splits, stock dividends, reclassifications and other similar transactions, stock repurchases and other reinvestments of excess cash, or for cash (based on the market price of the shares of Class A common stock), at the Issuer's option.