0001209191-20-050471.txt : 20200915
0001209191-20-050471.hdr.sgml : 20200915
20200915163644
ACCESSION NUMBER: 0001209191-20-050471
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200915
FILED AS OF DATE: 20200915
DATE AS OF CHANGE: 20200915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WILDS DAVID M
CENTRAL INDEX KEY: 0001062406
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331]
STATE OF INCORPORATION: KY
FISCAL YEAR END: 0131
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38532
FILM NUMBER: 201176363
MAIL ADDRESS:
STREET 1: 40 BURTON HILLS BOULEVARD, SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: i3 Verticals, Inc.
CENTRAL INDEX KEY: 0001728688
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 824052852
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 40 BURTON HILLS BLVD.
STREET 2: SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
BUSINESS PHONE: 800-203-7981
MAIL ADDRESS:
STREET 1: 40 BURTON HILLS BLVD.
STREET 2: SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-09-15
0
0001728688
i3 Verticals, Inc.
IIIV
0001062406
WILDS DAVID M
40 BURTON HILLS BLVD.
SUITE 415
NASHVILLE
TN
37215
1
0
0
0
Class B common stock, par value $0.0001 per share
2020-09-15
4
D
0
214414
D
872162
I
By Front Street Equities, LLC
Class B common stock, par value $0.0001 per share
270636
D
Class B common stock, par value $0.0001 per share
7839
I
By wife
Common Units
2020-09-15
4
D
0
214414
22.33
D
Class A common stock, par value $0.0001 per share
214414
872162
I
By Front Street Equities, LLC
Common Units
Class A common stock, par value $0.0001 per share
270636
270636
D
Common Units
Class A common stock, par value $0.0001 per share
7839
7839
I
By wife
Pursuant to the Amended and Restated Certificate of Incorporation of i3 Verticals, Inc. (the "Issuer"), the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of common units in i3 Verticals, LLC (the "Common Units") for shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of the Issuer.
Represents shares of Class B Common Stock held by Front Street Equities, LLC and First Avenue Partners II, L.P. Front Street Equities, LLC is the General Partner of, and exercises voting and investment power over shares held by, First Avenue Partners II, L.P. Voting and investment decisions at Front Street Equities, LLC are made by David Wilds, who serves as (a) a limited partner and managing member of First Avenue Partners II, L.P., and (b) the sole member of Front Street Equities, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.
This Form 4 shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any securities held solely by the Reporting Person's spouse.
The Common Units may be redeemed by the holder at any time for an equal number of shares of 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 redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.
Represents the sale of Common Units to the Issuer pursuant to the Common Unit Purchase Agreement entered into in connection with the Issuer's offering of Class A common stock which closed on September 15, 2020, pursuant to the Limited Liability Company Agreement of i3 Verticals, LLC and in accordance with the Registration Rights Agreement among the Issuer and the signatories thereto, including the Reporting Person.
Represents Common Units held by Front Street Equities, LLC and First Avenue Partners II, L.P. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of these Common Units in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.
/s/ Paul Maple, Attorney-in-Fact for David M. Wilds
2020-09-15