0001225208-21-000818.txt : 20210114 0001225208-21-000818.hdr.sgml : 20210114 20210114164736 ACCESSION NUMBER: 0001225208-21-000818 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210112 FILED AS OF DATE: 20210114 DATE AS OF CHANGE: 20210114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOLEY WILLIAM P II CENTRAL INDEX KEY: 0000903213 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37394 FILM NUMBER: 21529255 MAIL ADDRESS: STREET 1: FIDELITY NATIONAL FINANCIAL, INC. STREET 2: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Black Knight, Inc. CENTRAL INDEX KEY: 0001627014 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 BUSINESS PHONE: (904) 854-5100 MAIL ADDRESS: STREET 1: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 FORMER COMPANY: FORMER CONFORMED NAME: Black Knight Financial Services, Inc. DATE OF NAME CHANGE: 20141204 4 1 doc4.xml X0306 4 2021-01-12 0001627014 Black Knight, Inc. BKI 0000903213 FOLEY WILLIAM P II 601 RIVERSIDE AVENUE JACKSONVILLE FL 32204 1 1 Chairman Common Stock 2021-01-12 4 J 0 78527.0000 0 D 3756054.0871 D Common Stock 2021-01-13 4 J 0 78245.0000 0 D 3677809.0871 D Common Stock 2020-12-31 5 J 0 16184.2900 0 D 0.0000 I By 401k Forward Sale Contract (obligation to sell) 2021-01-12 4 J 0 100000.0000 D Common Stock 100000.0000 400000.0000 D Forward Sale Contract (obligation to sell) 2021-01-13 4 J 0 100000.0000 D Common Stock 100000.0000 300000.0000 D See Notes 1 and 2 to Exhibit 99.1 See Notes 1 and 3 to Exhibit 99.1 On December 31, 2020, the registrant eliminated certain investment options from its 401(k) plan, including the option to invest in the registrant's common stock. As a result, the reporting person's investment in the registrant's common stock through the 401(k) plan was reallocated to other plan investment options. See Note 4 to Exhibit 99.1 explanationofresponses011420.txt /s/ Colleen E. Haley, Attorney-in-fact 2021-01-14 EX-99 2 explanationofresponses011420.txt Exhibit 99.1 Name and Address of Reporting Person: William P. Foley II 601 Riverside Avenue Jacksonville, FL 32204 Issuer Name and Ticker or Trading Symbol: Black Knight, Inc. (BKI) Date of Earliest Transaction Required to be Reported (Month/Day/Year): 1/5/2021 Additional Responses: (1) Reflects the settlement of a tranche of a transaction pursuant to a prepaid variable forward sale contract (the "Contract") entered into by the Reporting Person on January 5, 2018 (the "Execution Date"), with an unaffiliated third party buyer (the "Buyer"). The Contract obligates the Reporting Person to deliver to the Buyer up to an aggregate of 1,000,000 shares of Common Stock in the future (or, at the Reporting Person's election, an equivalent amount of cash based on the market price of the Common Stock at that time). In exchange for assuming this obligation, the Reporting Person received a cash payment of $35,400,000 on the second business day following the Execution Date. The Reporting Person pledged 1,000,000 shares of Common Stock to secure his obligations under the Contract and retains dividend and voting rights in such shares during the term of the pledge. The transaction settles in ten tranches of 100,000 shares (or a fraction of 100,000 shares as described below) on each date (each, a "Settlement Date") for which trades executed on each of the following dates in 2021 (each, a "Valuation Date") settle under the relevant clearance system: January 5, 6, 7, 8, 11, 12, 13, 14, 15, and 19. The contract specifies a "Forward Floor Price" of $41.3069 per share and a "Forward Cap Price" of $59.6656 per share. On each Settlement Date, the Reporting Person will deliver to the Buyer, subject in each case to certain adjustments (e.g., spin-off or extraordinary event): (a) if the "Settlement Price" (for each Settlement Date, the closing price of Common Stock on the related Valuation Date) is less than or equal to the Forward Floor Price, 100,000 shares; (b) if the Settlement Price is above the Forward Floor Price but less than or equal to the Forward Cap Price, a number of shares equal to (i) 100,000 multiplied by (ii) a fraction, the numerator of which is the Forward Floor Price and the denominator of which is the Settlement Price; or (c) if the Settlement Price is above the Forward Cap Price, a number of shares equal to (i) 100,000 multiplied by (ii) a fraction, the numerator of which is the Forward Floor Price plus the Settlement Price minus the Forward Cap Price, and the denominator of which is the Settlement Price. (2) On January 12, 2021, the Settlement Price was $85.50. Accordingly, the Reporting Person will transfer to the Buyer 78,527 shares and will retain 21,473 shares, pursuant to the terms of the Contract. (3) On January 13, 2021, the Settlement Price was $84.39. Accordingly, the Reporting Person will transfer to the Buyer 78,245 shares and will retain 21,755 shares, pursuant to the terms of the Contract. (4) Not applicable.