0001387131-19-008988.txt : 20191122 0001387131-19-008988.hdr.sgml : 20191122 20191122182421 ACCESSION NUMBER: 0001387131-19-008988 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191120 FILED AS OF DATE: 20191122 DATE AS OF CHANGE: 20191122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Peterson Karl Mr. CENTRAL INDEX KEY: 0001425873 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38136 FILM NUMBER: 191242821 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3300 CITY: FORT WORTH STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Accel Entertainment, Inc. CENTRAL INDEX KEY: 0001698991 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981350261 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 140 TOWER DRIVE CITY: BURR RIDGE STATE: IL ZIP: 60527 BUSINESS PHONE: 630-972-2235 MAIL ADDRESS: STREET 1: 140 TOWER DRIVE CITY: BURR RIDGE STATE: IL ZIP: 60527 FORMER COMPANY: FORMER CONFORMED NAME: TPG Pace Holdings Corp. DATE OF NAME CHANGE: 20170224 4 1 peterson-form4_112019.xml OWNERSHIP DOCUMENT X0306 4 2019-11-20 0 0001698991 Accel Entertainment, Inc. ACEL 0001425873 Peterson Karl Mr. C/O TPG GLOBAL, LLC, 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 1 0 0 0 Class A-1 Common Stock 2019-11-20 4 A 0 250036 10.22 A 250036 I See Explanation of Responses Class A-1 Common Stock 2019-11-20 4 A 0 30000 0 A 280036 I See Explanation of Responses Class A-1 Common Stock 2019-11-20 4 J 0 2468840 0 A 2748876 I See Explanation of Responses Class A-1 Common Stock 2019-11-20 4 G 0 200000 0 D 2548876 I See Explanation of Responses Class F Ordinary Shares 2019-11-20 4 P 0 30000 10.22 A Class A Ordinary Shares 30000 30000 I See Explanation of Responses Class F Common Stock 2019-11-20 4 D 0 30000 0 D Class A-1 Common Stock 30000 0 I See Explanation of Responses Class A-2 Common Stock 2019-11-20 4 J 0 621600 A Class A-1 Common Stock 621000 621600 I See Explanation of Responses Warrants (right to buy) 11.50 2019-11-20 4 J 0 1519467 1.50 A 2019-12-20 2024-12-20 Class A-1 Common Stock 1519467 1519467 I See Explanation of Responses On November 20, 2019, TPG Pace Holdings Corp. (renamed as Accel Entertainment, Inc., the "Issuer") domesticated as a Delaware corporation whereupon (i) each Class F Ordinary Share, par value $0.0001 per share ("Class F Ordinary Shares"), of the Issuer became one share of Class F Common Stock, par value $0.0001 per share ("Class F Common Stock"), of the Issuer, and (ii) each share of Class F Common Stock was exchanged for one share of Class A-1 Common Stock, par value $0.0001 per share ("Class A-1 Common Stock"), of the Issuer. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation (and previously the Issuer's Amended & Restated Memorandum and Articles of Association), the shares of Class F Common Stock (previously Class F Ordinary Shares) had been automatically convertible into shares of Class A-1 Common Stock (previously Class A Ordinary Shares) of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment. On November 20, 2019, TPG Pace II Sponsor, LLC ("Pace II Sponsor"), in accordance with its limited liability company agreement, distributed, pro rata to its members, including Mr. Karl Peterson, all of its (i) shares of Class A-1 Common Stock, (ii) shares of Class A-2 Common Stock, par value $0.0001 per share ("Class A-2 Common Stock"), of the Issuer, and (iii) warrants exercisable for one share of Class A-1 Common Stock. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation and the Restricted Stock Agreement, dated as of November 20, 2019, the shares of Class A-2 Common Stock are exchangeable into shares of Class A-1 Common Stock on a one-for-one basis, subject to adjustment, in three separate tranches upon the satisfaction of certain triggers based on the Issuer's financial performance, or upon certain other events, subject to certain exceptions as set forth in the Restricted Stock Agreement. Held through personal vehicles (6) Michael LaGatta is signing on behalf of Mr. Peterson pursuant to the authorization and designation letter dated March 14, 2017, which was previously filed with the Securities and Exchange Commission. /s/ Michael LaGatta on behalf of Karl Peterson (6) 2019-11-22