4//SEC Filing
Francis Douglas 4
Accession 0001415889-24-026634
CIK 0001779474other
Filed
Nov 11, 7:00 PM ET
Accepted
Nov 12, 5:40 PM ET
Size
18.1 KB
Accession
0001415889-24-026634
Insider Transaction Report
Form 4
Ghost Media Group, LLC
10% Owner
Transactions
- Award
Class A Common Stock
2024-11-07+4,342,391→ 9,134,738 total - Award
Performance Based Restricted Stock Units
2024-11-07+4,342,391→ 4,342,391 totalExp: 2027-12-31→ Class A Common Stock (4,342,391 underlying)
Holdings
- 600,618(indirect: By LLC)
Class V Common Stock
- 8,469,191(indirect: By LLC)
Class V Common Stock
- 1,468,555(indirect: By LLC)
Class V Common Stock
- 12,431,818
Class V Common Stock
Genco Incentives, LLC
10% Owner
Transactions
- Award
Performance Based Restricted Stock Units
2024-11-07+4,342,391→ 4,342,391 totalExp: 2027-12-31→ Class A Common Stock (4,342,391 underlying) - Award
Class A Common Stock
2024-11-07+4,342,391→ 9,134,738 total
Holdings
- 12,431,818
Class V Common Stock
- 1,468,555(indirect: By LLC)
Class V Common Stock
- 600,618(indirect: By LLC)
Class V Common Stock
- 8,469,191(indirect: By LLC)
Class V Common Stock
WM Founders Legacy I, LLC
10% Owner
Transactions
- Award
Class A Common Stock
2024-11-07+4,342,391→ 9,134,738 total - Award
Performance Based Restricted Stock Units
2024-11-07+4,342,391→ 4,342,391 totalExp: 2027-12-31→ Class A Common Stock (4,342,391 underlying)
Holdings
- 600,618(indirect: By LLC)
Class V Common Stock
- 12,431,818
Class V Common Stock
- 8,469,191(indirect: By LLC)
Class V Common Stock
- 1,468,555(indirect: By LLC)
Class V Common Stock
Francis Douglas
DirectorChief Executive Officer10% Owner
Transactions
- Award
Class A Common Stock
2024-11-07+4,342,391→ 9,134,738 total - Award
Performance Based Restricted Stock Units
2024-11-07+4,342,391→ 4,342,391 totalExp: 2027-12-31→ Class A Common Stock (4,342,391 underlying)
Holdings
- 1,468,555(indirect: By LLC)
Class V Common Stock
- 12,431,818
Class V Common Stock
- 8,469,191(indirect: By LLC)
Class V Common Stock
- 600,618(indirect: By LLC)
Class V Common Stock
Footnotes (7)
- [F1]Represents the number of shares of Class A Common Stock underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. 1/12th of the RSUs shall vest on each Quarterly Date following November 16, 2024 (the "Vesting Commencement Date"), subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) through each such date. "Quarterly Date" means each of February 15, May 15, August 15 and November 15.
- [F2]These shares of Class V common stock ("Class V Common Stock") of the Issuer (as defined below) provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock will be entitled to vote with the holders of Class A common stock ("Class A Common Stock") of the Issuer, with each share of Class V Common Stock entitling the holder to a number of votes equal to the number of Post-Merger Class A Units (as described in footnote 3 below) held by such Class V Common Stockholder at the time of such vote.
- [F3]Post-Merger Class A Units represent non-voting limited liability company interests of WM Holding Company, LLC. Pursuant to the terms of an exchange agreement, these Class A units and an equivalent number of shares of Class V Common Stock are exchangeable on a one-for-one basis for shares of Class A Common Stock. These exchange rights do not expire.
- [F4]Shares are held directly by Ghost Media Group, LLC ("Ghost Media") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by Ghost Media.
- [F5]Shares are held directly by WM Founders Legacy I, LLC ("WM Founders") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by WM Founders.
- [F6]Shares are held directly by Genco Incentives, LLC ("Genco") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by Genco.
- [F7]Represents the number of shares of Class A Common Stock underlying performance-based restricted stock units ("PRSUs"). One half of the PRSUs will vest if the volume weighted average price ("VWAP") of Issuer's Common Stock during any period of 30 trading days during the Performance Period equals or exceeds $3.25, and one half of the PRSUs will vest if the VWAP of Issuer's Common Stock during any period of 30 trading days during the Performance Period equals or exceeds $5.00, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) through each such date.
Documents
Issuer
WM TECHNOLOGY, INC.
CIK 0001779474
Entity typeother
Related Parties
1- filerCIK 0001519966
Filing Metadata
- Form type
- 4
- Filed
- Nov 11, 7:00 PM ET
- Accepted
- Nov 12, 5:40 PM ET
- Size
- 18.1 KB