0001415889-24-008374.txt : 20240319
0001415889-24-008374.hdr.sgml : 20240319
20240319083740
ACCESSION NUMBER: 0001415889-24-008374
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240316
FILED AS OF DATE: 20240319
DATE AS OF CHANGE: 20240319
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zage George Raymond III
CENTRAL INDEX KEY: 0001833678
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39714
FILM NUMBER: 24761183
MAIL ADDRESS:
STREET 1: C/O TIGA ACQUISITION CORP.
STREET 2: OFC, LEVEL 40, 10 COLLYER QUAY
CITY: SINGAPORE
STATE: U0
ZIP: 04
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Grindr Inc.
CENTRAL INDEX KEY: 0001820144
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 000000000
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 750 N. SAN VICENTE BLVD., SUITE RE 1400
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
BUSINESS PHONE: 3107766680
MAIL ADDRESS:
STREET 1: 750 N. SAN VICENTE BLVD., SUITE RE 1400
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
FORMER COMPANY:
FORMER CONFORMED NAME: Tiga Acquisition Corp.
DATE OF NAME CHANGE: 20200804
4
1
form4-03192024_120335.xml
X0508
4
2024-03-16
0001820144
Grindr Inc.
GRND
0001833678
Zage George Raymond III
C/O GRINDR INC.
750 N. SAN VICENTE BLVD. STE RE1400
WEST HOLLYWOOD
CA
90069
true
false
true
false
0
Call Option (right to buy)
9.03
2024-03-16
4
P
0
221972
2.96
A
2024-03-16
2024-12-31
Common Stock
221972
221972
I
By LLC
Call Option (right to buy)
10.73
2024-03-16
4
P
0
163527
2.54
A
2024-03-16
2025-03-31
Common Stock
163527
163527
I
By LLC
The exercise price was determined by multiplying the volume weighted average price of the Issuer's Common Stock for the previous five consecutive trading days (the "Spot VWAP") as of December 15, 2023, which was $8.21 (the "Initial Spot VWAP"), by 110%. The Initial Spot VWAP, and as a result, the exercise price may be adjusted for certain pre-specified events, including stock splits, stock dividends, and if at any time the then Spot VWAP is less than or equal to 80% of the Initial Spot VWAP (or, if previously adjusted, such adjusted Initial Spot VWAP).
The number of shares into which the option may be exercised will be based on the sum of the principal amount (including any capitalized interest and disregarding any prepayments or redemptions) plus accrued interest and any make-whole interest, if applicable, of a certain note at the time of the option exercise divided by the exercise price. The note was issued on December 15, 2023 with a principal amount of $1.8 million and accrues interest at SOFR plus 13.0% per annum. The note matures on December 31, 2024. The shares shown reflect the estimated number of shares into which the option could be exercised as of March 16, 2024.
The Option is held by Big Timber Holdings, LLC, a Nevis limited liability company ("Big Timber"). The Reporting Person is the Manager and sole member of Big Timber and exercises ultimate voting and investment power over the Option any shares of the Issuer's Common Stock that may be acquired by Big Timber as a result of exercise of the Option.
The exercise price was determined by multiplying the volume weighted average price of the Issuer's Common Stock for the previous five consecutive trading days (the "Spot VWAP") as of March 15, 2024, which was $9.75 (the "Initial Spot VWAP"), by 110%. The Initial Spot VWAP, and as a result, the exercise price may be adjusted for certain pre-specified events, including stock splits, stock dividends, and if at any time the then Spot VWAP is less than or equal to 80% of the Initial Spot VWAP (or, if previously adjusted, such adjusted Initial Spot VWAP).
The number of shares into which the option may be exercised will be based on the sum of the principal amount (including any capitalized interest and disregarding any prepayments or redemptions) plus accrued interest and any make-whole interest, if applicable, of a certain note at the time of the option exercise divided by the exercise price. The note was issued on March 15, 2024 with a principal amount of $1.6 million and accrues interest at SOFR plus 13.0% per annum. The note matures on March 31, 2025. The shares shown reflect the estimated number of shares into which the option could be exercised as of March 16, 2024.
/s/ William Shafton, Attorney-in-Fact
2024-03-19