Form 4 for RSI Rush Street Interactive, Inc.
Accepted 2022-03-11 00:00:00 ET · period of report 2022-03-11 · accession 0001628280-22-005981 · 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 | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | D - Sale to Iss | $0.00 | -750.0K | 15.76M | -5% | $0 |
| D | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | D - Sale to Iss | $0.00 | -2.00M | 14.37M | -12% | $0 |
| D | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | C - Cnv Deriv | $0.00 | +2.00M | 3.25M | +160% | $0 |
| DI | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | C - Cnv Deriv | $0.00 | +750.0K | 750.0K | New | $0 |
| DI | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | C - Cnv Deriv | $0.00 | -750.0K | 15.76M | -5% | $0 |
| D | 2022-03-11 | 2022-03-11 | RSI | GREG & MARCY CARLIN FAMILY TRUST | Dir, 10% | C - Cnv Deriv | $0.00 | -2.00M | 14.37M | -12% | $0 |
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 V Voting Stock | 2022-03-11 | D | D | 750,000 | $0.00 | 15,759,006 | I | — | — | (F4) On March 11, 2022, the Reporting Person exchanged, pursuant to the Amended and Restated Limited Partnership Agreement of RSI LP, 750,000 RSI Units for 750,000 shares of Class A Common Stock of the Issuer, together with an equivalent number of Class V Voting Stock of the Issuer held by the Reporting Person being canceled. |
| 2 | Common | Class V Voting Stock | 2022-03-11 | D | D | 2,000,000 | $0.00 | 14,373,639 | D By Greg and Marcy Carlin Family Trust | — | — | (F1) On March 11, 2022, the Reporting Person exchanged, pursuant to the Amended and Restated Limited Partnership Agreement of Rush Street Interactive, LP ("RSI LP"), 2,000,000 Class A Common Units of RSI LP ("RSI Units") for 2,000,000 shares of Class A Common Stock of Rush Street Interactive, Inc. (the "Issuer"), together with an equivalent number of Class V Voting Stock of the Issuer held by the Reporting Person being canceled. (F3) The shares of Class V Voting Stock of the Issuer provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Voting Stock will be entitled to vote as a common stockholder of the Issuer, with the number of votes equal to the number of shares of Class V Voting Stock held at the time of such vote. (F5) These securities are held directly by the Greg and Marcy Family Trust (the "Carlin Trust") and a related trust, the Carlin G3 Trust. The Reporting Person is the trustee of each of these trusts and may be deemed to possess voting and investment control over the securities held by such trusts. |
| 3 | Common | Class A Common Stock | 2022-03-11 | C | A | 2,000,000 | $0.00 | 3,250,000 | D By Greg and Marcy Carlin Family Trust | — | — | (F1) On March 11, 2022, the Reporting Person exchanged, pursuant to the Amended and Restated Limited Partnership Agreement of Rush Street Interactive, LP ("RSI LP"), 2,000,000 Class A Common Units of RSI LP ("RSI Units") for 2,000,000 shares of Class A Common Stock of Rush Street Interactive, Inc. (the "Issuer"), together with an equivalent number of Class V Voting Stock of the Issuer held by the Reporting Person being canceled. (F2) The amount of securities beneficially owned gives effect to the Reporting Person's forfeiture of 30,967 previously granted restricted stock units under the Rush Street Interactive, Inc. 2020 Omnibus Equity Incentive Plan (the "Plan") as a result of the Reporting Person's resignation from all of his positions with the Issuer. (F5) These securities are held directly by the Greg and Marcy Family Trust (the "Carlin Trust") and a related trust, the Carlin G3 Trust. The Reporting Person is the trustee of each of these trusts and may be deemed to possess voting and investment control over the securities held by such trusts. |
| 4 | Common | Class A Common Stock | 2022-03-11 | C | A | 750,000 | $0.00 | 750,000 | I | — | — | (F4) On March 11, 2022, the Reporting Person exchanged, pursuant to the Amended and Restated Limited Partnership Agreement of RSI LP, 750,000 RSI Units for 750,000 shares of Class A Common Stock of the Issuer, together with an equivalent number of Class V Voting Stock of the Issuer held by the Reporting Person being canceled. |
| 5 | Derivative | Class A Common Units of Rush Street Interactive, L.P. | 2022-03-11 | C | D | 750,000 | $0.00 | 15,759,006 | I | — · — to — | 750,000 Class A Common Stock | (F5) These securities are held directly by the Greg and Marcy Family Trust (the "Carlin Trust") and a related trust, the Carlin G3 Trust. The Reporting Person is the trustee of each of these trusts and may be deemed to possess voting and investment control over the securities held by such trusts. (F7) Pursuant to the Amended and Restated Limited Partnership Agreement of RSI LP, beginning on June 29, 2021, the RSI Units beneficially owned by the Reporting Person may be exchanged, subject to certain conditions, for one share of Class A Common Stock of the Issuer. Upon such exchange, an equivalent number of shares of Class V Voting Stock then held by the Reporting Person will be canceled. |
| 6 | Derivative | Class A Common Units of Rush Street Interactive, L.P. | 2022-03-11 | C | D | 2,000,000 | $0.00 | 14,373,639 | D By Greg and Marcy Carlin Family Trust | — · — to — | 2,000,000 Class A Common Stock | (F5) These securities are held directly by the Greg and Marcy Family Trust (the "Carlin Trust") and a related trust, the Carlin G3 Trust. The Reporting Person is the trustee of each of these trusts and may be deemed to possess voting and investment control over the securities held by such trusts. (F7) Pursuant to the Amended and Restated Limited Partnership Agreement of RSI LP, beginning on June 29, 2021, the RSI Units beneficially owned by the Reporting Person may be exchanged, subject to certain conditions, for one share of Class A Common Stock of the Issuer. Upon such exchange, an equivalent number of shares of Class V Voting Stock then held by the Reporting Person will be canceled. |