SEC Form 4 · accession 0001628280-18-008351

i3 Verticals, Inc. · IIIV

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

Reporting owner

Robert Burton Harvey

Director

Period of report

Jun 25, 2018

Accepted (ET)

Jun 25, 2018 · 9:31 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001728688

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class B common stock, par value $0.0001 per share^F1	Jun 25, 2018	J	11,716	—	A	11,716	D
Class B common stock, par value $0.0001 per share^F1,F2	Jun 25, 2018	J	951,854	—	A	951,854	I	By CCSD II, L.P.
Class B common stock, par value $0.0001 per share^F1,F3	Jun 25, 2018	J	651,719	—	A	651,719	I	By Claritas Capital Specialty Debt Fund, L.P.
Class B common stock, par value $0.0001 per share^F1,F4	Jun 25, 2018	J	117,090	—	A	117,090	I	CF i3 Corporation

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F5	$13.00	Jun 25, 2018	A	10,000	A	—	Jun 25, 2028	Class A common stock, par value $0.0001 per share	10,000	10,000	D
Common Units^F6	—	Jun 25, 2018	J	11,716	A	—	—	Class A common stock, par value $0.0001 per share	11,716	11,716	D
Common Units^F6,F8	—	Jun 25, 2018	J	951,854	A	—	—	Class A common stock, par value $0.0001 per share	951,854	951,854	I
Common Units^F6,F9	—	Jun 25, 2018	J	651,719	A	—	—	Class A common stock, par value $0.0001 per share	651,719	651,719	I
Common Units^F6,F10	—	Jun 25, 2018	J	117,090	A	—	—	Class A common stock, par value $0.0001 per share	117,090	117,090	I

Explanation of responses

F1Pursuant to the Reorganization Transactions (as defined in i3 Verticals, Inc.'s (the "Issuer") Registration Statement on Form S-1, as amended (File No. 333-225214) (the "Registration Statement")) as part of the Issuer's initial public offering ("IPO"), the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued common units in i3 Verticals, LLC (each a "Common Unit") together with an equal number of shares of Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), in the Issuer. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof and (iii) may only be issued, on a one-for-one basis, to the holders of Common Units.
F10Represents Common Units held by CF. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F2Represents shares of Class B Common Stock held by CCSD II, L.P. ("CCSD"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F3Represents shares of Class B Common Stock held by Claritas Capital Specialty Debt Fund, L.P. ("Claritas"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F4Represents shares of Class B Common Stock held by CF i3 Corporation ("CF"), of which the Reporting Person serves as an officer. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F5The option vests ratably in three equal annual installments beginning on the first anniversary of the grant date, subject to the Reporting Person's continued service with the Issuer.
F6The vested Common Units may be redeemed by the Reporting Person at any time following the closing of the Issuer's IPO for an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock") or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon the Reporting Person's redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled.
F7Pursuant to the Reorganization Transactions (as defined in the Registration Statement) as part of the Issuer's IPO, the Reporting Person's equity ownership in i3 Verticals, LLC was converted into newly issued Common Units together with an equal number of Class B Common Stock, in the Issuer.
F8Represents Common Units held by CCSD. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F9Represents Common Units held by Claritas. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.