0001209191-18-034493.txt : 20180531 0001209191-18-034493.hdr.sgml : 20180531 20180531190322 ACCESSION NUMBER: 0001209191-18-034493 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180529 FILED AS OF DATE: 20180531 DATE AS OF CHANGE: 20180531 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORRIS NIGEL W CENTRAL INDEX KEY: 0001238040 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38506 FILM NUMBER: 18873034 MAIL ADDRESS: STREET 1: 1680 CAPITAL ONE DRIVE CITY: MCLEAN STATE: VA ZIP: 22102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GreenSky, Inc. CENTRAL INDEX KEY: 0001712923 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 822135346 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5565 GLENRIDGE CONNECTOR STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30342 BUSINESS PHONE: 678-264-6105 MAIL ADDRESS: STREET 1: 5565 GLENRIDGE CONNECTOR STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30342 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-05-29 0 0001712923 GreenSky, Inc. GSKY 0001238040 MORRIS NIGEL W 5565 GLENRIDGE CONNECTOR, SUITE 700 ATLANTA GA 30342 1 0 0 0 Class B common stock 2018-05-29 4 S 0 261940.31 0.00 D 695035.71 I By QED Fund II, LP Class B common stock 2018-05-29 4 S 0 340318.02 0.00 D 316653.41 I By QED Fund II, LP Holdco Units 2018-05-29 4 S 0 261940.31 21.85 D Class A common stock 261940.31 695035.71 I By QED Fund II, LP Holdco Units 2018-05-29 4 S 0 340318.02 21.85 D Class A common stock 340318.02 316653.41 I By QED Fund II, LP Represents Holdco Units purchased by the Issuer in connection with its initial public offering, and shares of Class B common stock automatically cancelled upon such purchase. The 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. QED Fund II, LP is managed by QED Partners II, LLC, of which Mr. Morris is the managing partner. These Holdco Units, and corresponding shares of Class B common stock, vest at the rate of 20% per year and are subject to a remaining vesting date of January 1, 2019, provided that Mr. Morris remains a director through that date. Pursuant 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. /s/ Robert Partlow, as attorney-in-fact 2018-05-31