SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Chaserg Technology Sponsor LLC

(Last) (First) (Middle)
533 AIRPORT BLVD, SUITE 400

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GRID DYNAMICS HOLDINGS, INC. [ GDYN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/18/2020 J(1) 4,940,000 D $0 1,090,000 I See footnote(2)
Common Stock 3,683,703(3) I See footnote(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) $11.5 06/18/2020 J(1) 265,000 03/05/2020 03/05/2025 Common Stock 265,000 $0 0 I See footnote(2)
Warrants (right to buy) $11.5 03/05/2020 03/05/2025 Common Stock 291,500 291,500(3) I See footnote(4)
1. Name and Address of Reporting Person*
Chaserg Technology Sponsor LLC

(Last) (First) (Middle)
533 AIRPORT BLVD, SUITE 400

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Explorer Parent LLC

(Last) (First) (Middle)
533 AIRPORT BLVD, SUITE 400

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Founder Holdings LLC

(Last) (First) (Middle)
533 AIRPORT BLVD, SUITE 400

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Represents a pro rata distribution in-kind by ChaSerg Technology Sponsor LLC ("Sponsor") to its limited partners for no consideration (the "Distribution").
2. By Sponsor. By virtue of the relationships between Explorer Parent LLC ("Explorer"), Founder Holdings LLC ("Founder") and Sponsor, each of Explorer and Founder may be deemed to share beneficial ownership of the securities held of record by Sponsor.
3. Includes securities received in the Distribution.
4. By Explorer. Founder, as the managing member of Explorer, may be deemed to share beneficial ownership of these securities.
ChaSerg Technology Sponsor LLC By: /s/ Steven Fletcher, a Managing Member 06/22/2020
Explorer Parent LLC By: Founder Holdings LLC, its managing member, By: /s/ Steven Fletcher, a Managing Member, By: /s/ Alex Vieux, a Managing Member 06/22/2020
Founder Holdings LLC By: /s/ Steven Fletcher, a Managing Member, By: /s/ Alex Vieux, a Managing Member 06/22/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.