Form 4 for ALIT Alight, Inc. / Delaware
Accepted 2021-12-22 00:00:00 ET · period of report 2021-12-20 · accession 0000899243-21-049455 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2021-12-22 | 2021-12-20 | ALIT | FOLEY WILLIAM P II | Dir | D - Sale to Iss | — | -11.20M | 27.13M | -29% | — |
| DI | 2021-12-22 | 2021-12-20 | ALIT | FOLEY WILLIAM P II | Dir | M - OptEx | — | +15.13M | 38.33M | +65% | — |
| DI | 2021-12-22 | 2021-12-20 | ALIT | FOLEY WILLIAM P II | Dir | M - OptEx | — | -15.13M | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A common stock | 2021-12-20 | D | D | 11,198,667 | — | 27,132,166 | I See notes | — | — | (F3) Represents 3,359,600 shares of Class A common stock deemed withheld by the Issuer from Bilcar and 7,839,067 shares of Class A common stock deemed withheld by the Issuer from Trasimene, in each case, in connection with the make-whole exchange on a cashless basis pursuant to the LLC Agreement and Warrant Agreement. (F2) Bilcar and Trasimene exchanged 4,540,000 and 10,593,333 Class C LLC Units, respectively, on a make-whole exchange and cashless basis pursuant to a Second Amended and Restated Limited Liability Company Agreement of Alight Holding Company, LLC, dated July 2, 2021, as amended (the "LLC Agreement"), and a Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated May 29, 2020, as amended (the "Warrant Agreement"), following the Issuer's Notice of Redemption of Class C Units. Each of Bilcar and Trasimene received 0.26 shares per Class C LLC Unit, and the Issuer withheld 0.74 shares per Class C LLC Unit exchanged. Pursuant to the Issuer's Notice of Redemption, Class C LLC Units remaining unexchanged on December 27, 2021 would cease to be exchangeable. (F4) Represents shares of Class A common stock held directly as follows: 8,139,650 by Bilcar and 18,992,516 by Trasimene. (F1) William P. Foley, II (the "Reporting Person") is the sole member of Bilcar FT, LLC, which, in turn, is the sole general partner of Bilcar FT, LP ("Bilcar"). The Reporting Person is the managing member of Trasimene Capital Management, LLC. The Reporting Person is also the sole member of Trasimene Capital FT, LLC, which, in turn, is the sole general partner of Trasimene Capital FT, LP ("Trasimene"). Because of the relationships between the Reporting Person and Bilcar FT, LP, Bilcar FT, LLC, Trasimene Capital Management, LLC, Trasimene Capital FT, LP and Trasimene Capital FT, LLC, the Reporting Person may be deemed to beneficially own the securities reported herein to the extent of his pecuniary interests. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any. (F6) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of his pecuniary interest. |
| 2 | Common | Class A common stock | 2021-12-20 | M | A | 15,133,333 | — | 38,330,833 | I See notes | — | — | (F2) Bilcar and Trasimene exchanged 4,540,000 and 10,593,333 Class C LLC Units, respectively, on a make-whole exchange and cashless basis pursuant to a Second Amended and Restated Limited Liability Company Agreement of Alight Holding Company, LLC, dated July 2, 2021, as amended (the "LLC Agreement"), and a Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated May 29, 2020, as amended (the "Warrant Agreement"), following the Issuer's Notice of Redemption of Class C Units. Each of Bilcar and Trasimene received 0.26 shares per Class C LLC Unit, and the Issuer withheld 0.74 shares per Class C LLC Unit exchanged. Pursuant to the Issuer's Notice of Redemption, Class C LLC Units remaining unexchanged on December 27, 2021 would cease to be exchangeable. (F1) William P. Foley, II (the "Reporting Person") is the sole member of Bilcar FT, LLC, which, in turn, is the sole general partner of Bilcar FT, LP ("Bilcar"). The Reporting Person is the managing member of Trasimene Capital Management, LLC. The Reporting Person is also the sole member of Trasimene Capital FT, LLC, which, in turn, is the sole general partner of Trasimene Capital FT, LP ("Trasimene"). Because of the relationships between the Reporting Person and Bilcar FT, LP, Bilcar FT, LLC, Trasimene Capital Management, LLC, Trasimene Capital FT, LP and Trasimene Capital FT, LLC, the Reporting Person may be deemed to beneficially own the securities reported herein to the extent of his pecuniary interests. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any. (F6) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of his pecuniary interest. |
| 3 | Derivative | Class C LLC Units | 2021-12-20 | M | D | 15,133,333 | — | 0 | I See notes | — · — to — | 15,133,333 Class A common stock | (F7) Not applicable. (F1) William P. Foley, II (the "Reporting Person") is the sole member of Bilcar FT, LLC, which, in turn, is the sole general partner of Bilcar FT, LP ("Bilcar"). The Reporting Person is the managing member of Trasimene Capital Management, LLC. The Reporting Person is also the sole member of Trasimene Capital FT, LLC, which, in turn, is the sole general partner of Trasimene Capital FT, LP ("Trasimene"). Because of the relationships between the Reporting Person and Bilcar FT, LP, Bilcar FT, LLC, Trasimene Capital Management, LLC, Trasimene Capital FT, LP and Trasimene Capital FT, LLC, the Reporting Person may be deemed to beneficially own the securities reported herein to the extent of his pecuniary interests. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any. (F6) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of his pecuniary interest. (F2) Bilcar and Trasimene exchanged 4,540,000 and 10,593,333 Class C LLC Units, respectively, on a make-whole exchange and cashless basis pursuant to a Second Amended and Restated Limited Liability Company Agreement of Alight Holding Company, LLC, dated July 2, 2021, as amended (the "LLC Agreement"), and a Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated May 29, 2020, as amended (the "Warrant Agreement"), following the Issuer's Notice of Redemption of Class C Units. Each of Bilcar and Trasimene received 0.26 shares per Class C LLC Unit, and the Issuer withheld 0.74 shares per Class C LLC Unit exchanged. Pursuant to the Issuer's Notice of Redemption, Class C LLC Units remaining unexchanged on December 27, 2021 would cease to be exchangeable. |