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
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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*
FTVentures Management III, L.L.C.

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CardConnect Corp. [ CCN ]
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)
07/29/2016
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 07/27/2016 J 9,756,030(1) A (2) 9,756,030 I By FTVentures III, L:P.(3)
Common Stock 07/27/2016 J 528,983(4) A (2) 528,983 I By FTVentures III-N, L:P.(5)
Common Stock 07/27/2016 J 317,390(6) A (2) 317,390 I By FTVentures III-T, L:P.(7)
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
1. Name and Address of Reporting Person*
FTVentures Management III, L.L.C.

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
FTVentures III LP

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
FTVentures III N LP

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
FTVentures III TLP

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
Bernstein Bradford E

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
HAYNES DAVID

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
HURET ROBERT A

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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*
HALE JAMES C III

(Last) (First) (Middle)
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850

(Street)
SAN FRANCISCO CA 94190

(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 (i) 9,442,472 shares received in exchange for 1,266,374 shares of FTS Holding Corporation ("Former CardConnect") common stock in connection with the merger of Former CardConnect into a subsidiary of FinTech Acquisition Corp. (the "Merger"), (ii) 174,833 shares purchased from FinTech Acquisition Corp. in a private placement transaction for $10.00 per share (the "PIPE"), and (iii) 138,725 shares received from certain founders of FinTech Acquisition Corp. for nominal consideration (the "Share Transfer"). In connection with the Merger, the issuer changed its name to CardConnect, Inc.
2. Each reporting person (i) acquired the shares of issuer common stock in the Merger, which valued the issuer's common stock at $10.00 per share, (ii) purchased shares received in the PIPE for $10.00 per share, and (iii) received the shares in the Share Transfer for nominal consideration.
3. These shares are held directly by FTVentures III, L.P. ("FTVIII"). FTVentures Management III, L.L.C. ("FTVentures") is the general partner of FTVIII. Richard N. Garman, Brad E. Bernstein, David A. Haynes, Chris H. Winship, James C. Hale and Robert A. Huret, as the managing members of FTVentures (the "Managing Members"), who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIII held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIII. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIII. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIII, except to the extent of their respective pecuniary interests therein.
4. Represents (i) 511,982 shares received in exchange for 68,665 shares of Former CardConnect common stock in connection with the Merger, (ii) 9,479 shares purchased in the PIPE, and (iii) 7,522 shares received in the Share Transfer.
5. These shares are held directly by FTVentures III-N, L.P. ("FTVIIIN"). FTVentures is the general partner of FTVIIIN. The Managing Members, who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIIIN held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIIIN. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIIIN. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIIIN, except to the extent of their respective pecuniary interests therein.
6. Represents (i) 307,189 shares received in exchange for 41,198 shares of Former CardConnect common stock in connection with the Merger, (ii) 5,688 shares purchased in the PIPE and (iii) 4,513 shares received in the Share Transfer.
7. These shares are held directly by FTVentures III-T, L.P. ("FTVIIIT"). FTVentures is the general partner of FTVIIIT. The Managing Members, who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIIIT held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIIIT. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIIIT. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIIIT, except to the extent of their respective pecuniary interests therein.
Remarks:
Mr. Garman and Mr. Winship serve as directors on the board of directors of the issuer and are not included in this filing because each file Form 4's separately as reporting persons.
FTVentures Management III, L.L.C., /s/ David A. Haynes 08/02/2016
FTVentures III, L.P. /s/ David A. Haynes 08/02/2016
FTVentures III-N, L.P., /s/ David A. Haynes 08/02/2016
FTVentures III-T, L.P. /s/ David A. Haynes 08/02/2016
Brad E. Bernstein /s/ David A. Haynes by Power of Attorney 08/02/2016
/s/ David A. Haynes 08/02/2016
James C. Hale /s/ David A. Haynes by Power of Attorney 08/02/2016
Robert A. Huret /s/ David A. Haynes by Power of Attorney 08/02/2016
** 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).
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