Last 12 months
Inside the activity.
0 purchase rows · 7 sale rows
Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.Monthly counts
| Month | Purchases | Sales |
|---|---|---|
| Nov 2025 | 0 | 0 |
| Dec 2025 | 0 | 2 |
| Jan 2026 | 0 | 0 |
| Feb 2026 | 0 | 0 |
| Mar 2026 | 0 | 0 |
| Apr 2026 | 0 | 0 |
| May 2026 | 0 | 4 |
| Jun 2026 | 0 | 0 |
| Jul 2026 | 0 | 0 |
| Aug 2026 | 0 | 1 |
| Sep 2026 | 0 | 0 |
| Oct 2026 | 0 | 0 |
Latest available
Insider transactions
Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Owner / reported role | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| November 03, 2023 Filed Nov 7, 2023 21:29 UTC |
Kelly MartinChief Financial Officer
|
SaleCommon Stock | 20,000 | $86.08 | $1,721,582.00 |
DisclosureSEC source: 0001209191-23-054607 · doc4.xml · nonDerivative · entry 1 Kelly Martin · CIK 0001557288 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 372,961 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.80 to $86.23, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · balance_after: Reported amount includes 232,891 vested and unvested restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| October 19, 2023 Filed Oct 23, 2023 20:41 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-015250 · dp201643_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On October 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to up to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| September 19, 2023 Filed Sep 21, 2023 20:48 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-013863 · dp200268_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On September 19, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated September 19, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| September 07, 2023 Filed Sep 11, 2023 21:16 UTC |
KLEINMAN SCOTTDirector · Co-President (See Remarks)
|
GiftCommon Stock | 92,900 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-048964 · doc4.xml · nonDerivative · entry 1 KLEINMAN SCOTT · CIK 0001272588 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Indirect · HCM APO Series LLC, Series A Disclosed balance after: 324,435 F1 · shares: These shares were subject to a lock-up agreement (the "Lock-Up Agreement") delivered pursuant to the underwriting agreement dated August 8, 2023, between the Issuer and certain underwriters. The donees agreed to receive and hold these shares subject to the provisions of the Lock-Up Agreement. F2 · ownership.nature: Held by HCM APO Series LLC, Series A, a vehicle directly and indirectly wholly owned by the reporting person over which the reporting person exercises voting and investment control. Read SEC document |
| September 01, 2023 Filed Sep 6, 2023 16:14 UTC |
Belardi James RichardDirector · CEO of Athene Holding Ltd.
|
GiftCommon Stock | 45,959 | $0.00 | $0.00 |
DisclosureSEC source: 0000905148-23-000843 · form4.xml · nonDerivative · entry 1 Belardi James Richard · CIK 0001689315 · Director · CEO of Athene Holding Ltd. 10b5-1 filing: No plan indicated Ownership: Indirect · JB Athene Investments III, LLC Disclosed balance after: 594,582 F1 · kind: These shares are subject to a lock-up agreement (the "Lock-Up Agreement") delivered pursuant to the underwriting agreement dated August 8, 2023, between the Issuer and certain underwriters. The donee has agreed to receive and hold these shares subject to the provisions of the Lock-Up Agreement. F1 · shares: These shares are subject to a lock-up agreement (the "Lock-Up Agreement") delivered pursuant to the underwriting agreement dated August 8, 2023, between the Issuer and certain underwriters. The donee has agreed to receive and hold these shares subject to the provisions of the Lock-Up Agreement. Read SEC document |
| August 31, 2023 Filed Aug 31, 2023 20:20 UTC |
Kelly MartinChief Financial Officer
|
Tax withholdingCommon Stock | 25,007 | $86.14 | $2,154,102.98 |
DisclosureSEC source: 0001209191-23-047850 · doc4.xml · nonDerivative · entry 2 Kelly Martin · CIK 0001557288 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 392,961 F3 · shares: Consists of shares (a) sold to provide funds to satisfy tax obligations of the reporting person and (b) withheld by the Issuer to satisfy the tax withholding obligations of the reporting person, in each case arising in connection with the delivery of shares that were granted under the Plan. F4 · balance_after: Reported amount includes 232,891 vested and unvested RSUs granted under the Plan. Read SEC document |
| August 31, 2023 Filed Sep 5, 2023 16:28 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
Tax withholdingCommon Stock | 33,648 | $86.14 | $2,898,438.72 |
DisclosureSEC source: 0001209191-23-048160 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 5,117,952 F1 · shares: Consists of shares (a) sold to provide funds to satisfy tax obligations of the reporting person or (b) withheld by the Issuer to satisfy the tax withholding obligations of the reporting person, in each case arising in connection with the delivery of shares that were granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). F2 · balance_after: Reported amount includes 4,917,821 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| August 29, 2023 Filed Aug 31, 2023 20:20 UTC |
Kelly MartinChief Financial Officer
|
GiftCommon Stock | 1,375 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-047850 · doc4.xml · nonDerivative · entry 1 Kelly Martin · CIK 0001557288 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 417,968 F1 · shares: These shares are subject to a lock-up agreement (the "Lock-Up Agreement") delivered pursuant to the underwriting agreement dated August 8, 2023, between the Issuer and certain underwriters. The donees have agreed to receive and hold these shares subject to the provisions of the Lock-Up Agreement. F2 · balance_after: Reported amount includes 278,111 vested and unvested restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| August 16, 2023 Filed Aug 18, 2023 16:34 UTC |
Suydam John JChief Legal Officer
|
GrantCommon Stock | 1,085 | $83.01 | $90,065.85 |
DisclosureSEC source: 0001209191-23-046563 · doc4.xml · nonDerivative · entry 2 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Indirect · Kalmia Investments LLC - Series A Disclosed balance after: 13,125 F1 · shares: Represents restricted shares of common stock of the Issuer issued under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan") and the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles. The restricted shares vest in installments in accordance with the terms of the applicable award agreement, provided the reporting person remains in service through the applicable vesting date. F3 · balance_after: These shares are held by Kalmia Investments LLC - Series A ("Kalmia"). The reporting person owns 30% of Kalmia, and the remaining 70% of Kalmia is owned by the Suydam GST Exempt Trust for the benefit of the reporting person's grandchildren for whom the reporting person's spouse is the trustee (the "GST Trust"). The reporting person disclaims beneficial ownership of 70% of the securities owned by Kalmia, as they will ultimately be distributed to the GST Trust. Read SEC document |
| August 16, 2023 Filed Aug 18, 2023 16:34 UTC |
Suydam John JChief Legal Officer
|
GrantCommon Stock | 601 | $83.01 | $49,889.01 |
DisclosureSEC source: 0001209191-23-046563 · doc4.xml · nonDerivative · entry 1 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 300,350 F1 · shares: Represents restricted shares of common stock of the Issuer issued under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan") and the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles. The restricted shares vest in installments in accordance with the terms of the applicable award agreement, provided the reporting person remains in service through the applicable vesting date. F2 · balance_after: Reported amount includes 129,310 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| August 16, 2023 Filed Aug 18, 2023 20:33 UTC |
KLEINMAN SCOTTDirector · Co-President (See Remarks)
|
GrantCommon Stock | 11,835 | $83.01 | $982,423.35 |
DisclosureSEC source: 0001209191-23-046560 · doc4.xml · nonDerivative · entry 1 KLEINMAN SCOTT · CIK 0001272588 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Indirect · Heathcote Capital Partners LP Disclosed balance after: 13,421 F1 · shares: Represents restricted shares of common stock of the Issuer issued under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles. The restricted shares vest in installments in accordance with the terms of the applicable award agreement, provided the reporting person remains in service through the applicable vesting date. F2 · ownership.nature: Held by Heathcote Capital Partners LP, a vehicle directly and indirectly owned by the reporting person, his spouse and certain family trusts and over which the reporting person exercises voting and investment control. Read SEC document |
| August 11, 2023 Filed Aug 14, 2023 16:20 UTC |
Suydam John JChief Legal Officer
|
Tax withholdingCommon Stock | 7,158 | $86.14 | $616,590.12 |
DisclosureSEC source: 0001209191-23-045627 · doc4.xml · nonDerivative · entry 2 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 299,749 F3 · shares: Consists of shares withheld by the Issuer in order to satisfy the minimum tax withholding obligations of the reporting person arising in connection with the delivery of shares that were granted under the Plan. F4 · balance_after: Reported amount includes 129,310 vested and unvested RSUs granted under the Plan Read SEC document |
| August 11, 2023 Filed Aug 14, 2023 16:24 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
Tax withholdingCommon Stock | 5,186 | $86.14 | $446,722.04 |
DisclosureSEC source: 0001209191-23-045631 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 6,160,206 F1 · shares: Consists of shares (a) sold to provide funds to satisfy tax obligations of the reporting person or (b) withheld by the Issuer to satisfy the tax withholding obligations of the reporting person, in each case arising in connection with the delivery of shares that were granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). F2 · balance_after: Reported amount includes 4,978,666 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| August 11, 2023 Filed Aug 14, 2023 20:19 UTC |
Kelly MartinChief Financial Officer
|
Tax withholdingCommon Stock | 2,875 | $86.14 | $247,652.50 |
DisclosureSEC source: 0001209191-23-045625 · doc4.xml · nonDerivative · entry 1 Kelly Martin · CIK 0001557288 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 419,343 F1 · shares: Consists of shares (a) sold to provide funds to satisfy tax obligations of the reporting person and (b) withheld by the Issuer to satisfy the tax withholding obligations of the reporting person, in each case arising in connection with the delivery of shares that were granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). F2 · balance_after: Reported amount includes 278,111 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| August 11, 2023 Filed Aug 15, 2023 20:34 UTC |
KLEINMAN SCOTTDirector · Co-President (See Remarks)
|
Tax withholdingCommon Stock | 38 | $86.14 | $3,273.32 |
DisclosureSEC source: 0001209191-23-045858 · doc4.xml · nonDerivative · entry 1 KLEINMAN SCOTT · CIK 0001272588 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 4,868,358 F1 · shares: Consists of shares withheld by the Issuer in order to satisfy the minimum tax withholding obligations of the reporting person arising in connection with the delivery of shares that were granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). F2 · balance_after: Reported amount includes 4,652,781 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. F3 · balance_after: Reported amount includes 46,194 shares previously reported as indirectly held through HCM APO Series LLC, Series A. The Form 4 filed by the reporting person on April 4, 2022, reported the disposal by gift of 46,194 shares directly by the reporting person. Such shares were disposed by gift by HCM APO Series LLC, Series A, rather than directly by the reporting person. Read SEC document |
| August 10, 2023 Filed Aug 14, 2023 16:20 UTC |
Suydam John JChief Legal Officer
|
GrantCommon Stock | 14,020 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-045627 · doc4.xml · nonDerivative · entry 1 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 306,907 F1 · shares: Represents restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. F2 · balance_after: Reported amount includes 143,330 vested and unvested RSUs granted under the Plan. Read SEC document |
| August 04, 2023 Filed Aug 8, 2023 20:15 UTC |
DUCEY MICHAEL EDirector
|
GrantCommon Stock | 2,444 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-045097 · doc4.xml · nonDerivative · entry 1 DUCEY MICHAEL E · CIK 0001272987 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 66,012 F1 · shares: Represents restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. F2 · balance_after: Reported amount includes 6,061 RSUs granted under the Plan. Read SEC document |
| August 04, 2023 Filed Aug 9, 2023 00:16 UTC |
RICHARDS PAULINEDirector
|
GrantCommon Stock | 2,444 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-045098 · doc4.xml · nonDerivative · entry 1 RICHARDS PAULINE · CIK 0001223012 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 81,804 F1 · shares: Represents restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. F2 · balance_after: Reported amount includes 6,061 RSUs granted under the Plan. Read SEC document |
| August 04, 2023 Filed Aug 8, 2023 20:13 UTC |
Krongard A BDirector
|
GrantCommon Stock | 2,444 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-045096 · doc4.xml · nonDerivative · entry 1 Krongard A B · CIK 0001312913 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 76,599 F1 · shares: Represents restricted stock units ("RSUs") granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Pursuant to a deferral election, the associated shares of common stock will be issued upon the reporting person's termination of service as a member of the Board of Directors of the Issuer. F2 · balance_after: Reported amount includes 6,061 RSUs granted under the Plan. Read SEC document |
| July 14, 2023 Filed Jul 18, 2023 20:52 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-010421 · dp196780_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On July 14, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| July 13, 2023 Filed Jul 17, 2023 16:31 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
GiftCommon Stock | 31,317 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-042428 · doc4.xml · nonDerivative · entry 3 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Indirect · The James C. Zelter 2021 GRAT No. 1 Disclosed balance after: 0 F5 · balance_after: On July 13, 2023, the James C. Zelter 2021 GRAT No. 1 (the "GRAT"), a vehicle over which the reporting person exercised voting and investment control, terminated. Upon termination of the GRAT, 31,317 of the shares were distributed to a remainderman trust, for which there is an independent trustee. The remaining 509,541 shares held by such GRAT were distributed to the reporting person as sole annuitant, such distribution being exempt from Section 16 of the Securities Exchange Act of 1934 pursuant to Rule 16a-13 thereunder, and continue to be reported in this Form 4 as directly owned. Read SEC document |
| July 13, 2023 Filed Jul 17, 2023 16:31 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 22,934 | $79.59 | $1,825,344.58 |
DisclosureSEC source: 0001209191-23-042428 · doc4.xml · nonDerivative · entry 2 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 6,165,392 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F4 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.51 to $79.67, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. F5 · balance_after: On July 13, 2023, the James C. Zelter 2021 GRAT No. 1 (the "GRAT"), a vehicle over which the reporting person exercised voting and investment control, terminated. Upon termination of the GRAT, 31,317 of the shares were distributed to a remainderman trust, for which there is an independent trustee. The remaining 509,541 shares held by such GRAT were distributed to the reporting person as sole annuitant, such distribution being exempt from Section 16 of the Securities Exchange Act of 1934 pursuant to Rule 16a-13 thereunder, and continue to be reported in this Form 4 as directly owned. Read SEC document |
| July 13, 2023 Filed Jul 17, 2023 16:31 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 37,845 | $79.00 | $2,989,592.27 |
DisclosureSEC source: 0001209191-23-042428 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,678,785 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F2 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.51 to $79.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| July 12, 2023 Filed Jul 12, 2023 18:45 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 23,752 | $78.82 | $1,872,023.38 |
DisclosureSEC source: 0001209191-23-042116 · doc4.xml · nonDerivative · entry 2 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,716,630 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F4 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.50 to $79.38, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| July 11, 2023 Filed Jul 12, 2023 18:45 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 35,777 | $77.93 | $2,788,155.28 |
DisclosureSEC source: 0001209191-23-042116 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,740,382 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F2 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.50 to $78.08, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| July 03, 2023 Filed Jul 5, 2023 16:27 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 3,010 | $77.51 | $233,302.09 |
DisclosureSEC source: 0001209191-23-041075 · doc4.xml · nonDerivative · entry 2 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,776,159 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F4 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.50 to $77.55, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| June 30, 2023 Filed Jul 5, 2023 16:27 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 11,093 | $77.53 | $860,090.21 |
DisclosureSEC source: 0001209191-23-041075 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,779,169 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F2 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.50 to $77.60, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F3 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| June 22, 2023 Filed Jun 26, 2023 21:19 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-009288 · dp195586_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On June 22, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ... volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| June 16, 2023 Filed Jun 20, 2023 16:58 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 9,820 | $77.50 | $761,061.78 |
DisclosureSEC source: 0001209191-23-038462 · doc4.xml · nonDerivative · entry 2 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,790,262 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F3 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.50 to $77.53, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| June 15, 2023 Filed Jun 20, 2023 16:58 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
SaleCommon Stock | 300 | $77.50 | $23,250.00 |
DisclosureSEC source: 0001209191-23-038462 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 5,800,082 F1 · kind: The sales by the reporting person reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 15, 2023. F2 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| June 14, 2023 Filed Jun 16, 2023 22:04 UTC |
BLACK LEON DSee remarks.
|
GiftClass A Common Stock | 162,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950142-23-001744 · es230370723_4-black.xml · nonDerivative · entry 1 BLACK LEON D · CIK 0001032666 · See remarks. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 50,744,773 F1 · shares: Contribution of shares to a donor advised fund in accordance with the reporting person's previously disclosed intention to make such contributions over time. F1 · price: Contribution of shares to a donor advised fund in accordance with the reporting person's previously disclosed intention to make such contributions over time. Read SEC document |
| June 09, 2023 Filed Jun 12, 2023 20:36 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-008732 · dp195174_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On June 9, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 40,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the twenty-five components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| June 06, 2023 Filed Jun 7, 2023 22:52 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-008612 · dp195065_4-harris.xml · derivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · security: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · security: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · security: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · security: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_price: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · shares: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · price: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · price: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.exercise_date: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.exercise_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.expiration_date: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.expiration_date: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · derivative.underlying_shares: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · derivative.underlying_shares: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F1 · balance_after: On June 6, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale transaction with an unaffiliated bank (the "Bank") pursuant to a Master Confirmation entered into between MJHP III and the Bank, dated May 31, 2023 (the "Agreement") relating to 1,000,000 shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock") and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F2 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F3 · balance_after: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 4) F4 · balance_after: (Continued from Footnote 3) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F5 · balance_after: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F6 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II, an estate planning vehicle, each of which is an affiliate of Joshua Harris ("JH") for which voting and investment control are exercised by JH. F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 31, 2023 Filed Jun 1, 2023 16:27 UTC |
Zelter James CDirector · Co-President (See Remarks)
|
Tax withholdingCommon Stock | 11 | $63.18 | $694.98 |
DisclosureSEC source: 0001209191-23-033349 · doc4.xml · nonDerivative · entry 1 Zelter James C · CIK 0001382483 · Director · Co-President (See Remarks) 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 5,800,382 F1 · shares: Consists of shares (a) sold to provide funds to satisfy tax obligations of the reporting person or (b) withheld by the Issuer to satisfy the tax withholding obligations of the reporting person, in each case arising in connection with the delivery of shares that were granted under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (the "Plan"). F2 · balance_after: Reported amount includes 4,982,325 vested and unvested restricted stock units ("RSUs") granted under the Plan. Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one share of common stock of the Issuer for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. Read SEC document |
| May 31, 2023 Filed Jun 2, 2023 20:21 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
OtherForward Sale Contract (obligation to sell) · Derivative | 1 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950103-23-008471 · dp194963_4-harris.xml · derivative · entry 3 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 1 Underlying: Common Stock · Not disclosed shares Expires not disclosed F2 · security: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · security: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · security: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · security: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · security: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · derivative.exercise_price: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · derivative.exercise_price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · derivative.exercise_price: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · derivative.exercise_price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · shares: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · shares: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · price: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · price: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · price: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · price: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · derivative.exercise_date: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · derivative.exercise_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · derivative.exercise_date: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · derivative.exercise_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · derivative.expiration_date: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · derivative.expiration_date: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · derivative.expiration_date: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · derivative.expiration_date: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · derivative.underlying_shares: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · derivative.underlying_shares: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · derivative.underlying_shares: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · derivative.underlying_shares: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F2 · balance_after: On May 31, 2023, MJH Partners III LLC ("MJHP III"), a wholly-owned subsidiary of MJH Partners II LLC ("MJHP II") entered into a delayed draw variable share forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 1,000,000 shares of Common Stock and obligating MJHP III to deliver to the Bank up to 1,000,000 shares of Common Stock (or, at MJHP III's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement. F3 · balance_after: MJHP III pledged 1,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting and ordinary dividend rights in the Pledged Shares during the term of the pledge (and thereafter if MJHP III settles the Agreement in cash), subject to certain payments MJHP III may need to make to the Bank with respect to dividends under the terms of the Forward Contract. Under the terms of the Agreement, MJHP III may, at its election, subject to certain terms and conditions, receive a prepayment from the Bank with respect to some or all portions of the transactions covered by the Agreement, equal to the present value as of the relevant funding date of the payment of the Floor Price (as defined below) at maturity of the transactions. F4 · balance_after: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the per-share volume weighted average price of Common Stock on the related valuation date (the "Settlement Price") is less than or equal to a floor price that will be based on the volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Floor Price"), MJHP III will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date) (such number of shares, the "Number of Shares"); (b) if the Settlement Price is between the Floor Price and a cap price that will be determined based on the... (Continued in Footnote 5) F5 · balance_after: (Continued from Footnote 4) ...volume-weighted average price at which the Bank establishes its initial hedge position during a hedging period (the "Cap Price"), MJHP III will deliver to the Bank a number of shares of Common Stock equal to the Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, MJHP III will deliver to the Bank the number of shares of Common Stock equal to the product of (i) the Number of Shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. F6 · balance_after: Under the Agreement, on the relevant settlement date for each of the ten components for which a prepayment has not been paid to MJHP III by the Bank, the number of shares of Common Stock to be delivered to the Bank (or on which to base the amount of cash to be delivered to the Bank ) is to be determined as follows: (a) if the Settlement Price is greater than the Cap Price, the Bank will pay to MJHP III the Cap Price multiplied by the Number of Shares, and MJHP III will deliver to the Bank a number of shares equal to the Number of Shares; (b) if the Settlement Price is less than the Floor Price, MJHP III will deliver to the Bank a number of shares equal to the Number of Shares, and the Bank will pay to MJHP III the Floor Price multiplied by the Number of Shares; or (c) if the Settlement Price is between the Floor Price and the Cap Price, no payment or delivery of shares will be made by either party. F8 · ownership.nature: MJHP III is a wholly-owned subsidiary of MJHP II and an affiliate of JH for which voting and investment control are exercised by JH. F9 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 31, 2023 Filed Jun 2, 2023 20:21 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 3,323 | $67.51 | $224,335.73 |
DisclosureSEC source: 0000950103-23-008471 · dp194963_4-harris.xml · nonDerivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 33,741,683 F1 · shares: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 31, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $67.50 to $67.54. The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F1 · price: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 31, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $67.50 to $67.54. The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle and an affiliate of Joshua Harris ("JH"), for which voting and investment control are exercised by JH. F9 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 30, 2023 Filed May 31, 2023 01:35 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 15,985 | $67.04 | $1,071,634.40 |
DisclosureSEC source: 0000950103-23-008124 · dp194543_4-harris.xml · nonDerivative · entry 5 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 33,745,006 F5 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 30, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $67.00 to $67.14. F5 · price: Reflects the sale of shares of Common Stock by MJHP II on May 30, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $67.00 to $67.14. F6 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 30, 2023 Filed May 31, 2023 01:35 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 284,015 | $66.41 | $18,861,436.15 |
DisclosureSEC source: 0000950103-23-008124 · dp194543_4-harris.xml · nonDerivative · entry 4 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 33,760,991 F4 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 30, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.00 to $66.99. F4 · price: Reflects the sale of shares of Common Stock by MJHP II on May 30, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.00 to $66.99. F6 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 30, 2023 Filed Jun 1, 2023 16:30 UTC |
Belardi James RichardDirector · CEO of Athene Holding Ltd.
|
GiftCommon Stock | 157,481 | $0.00 | $0.00 |
DisclosureSEC source: 0001140361-23-027790 · form4.xml · nonDerivative · entry 2 Belardi James Richard · CIK 0001689315 · Director · CEO of Athene Holding Ltd. 10b5-1 filing: No plan indicated Ownership: Indirect · By Belardi 2019 GST Non-Exempt Descendants Trust Disclosed balance after: 157,481 F1 · shares: Upon termination of the Belardi 2020 GRAT, 157,481 shares were distributed to the remainder beneficiary, Belardi 2019 GST Non-Exempt Descendants Trust u/a dated August 8, 2019, Preston Johnson, Trustee. Read SEC document |
| May 30, 2023 Filed Jun 1, 2023 16:30 UTC |
Belardi James RichardDirector · CEO of Athene Holding Ltd.
|
GiftCommon Stock | 157,481 | $0.00 | $0.00 |
DisclosureSEC source: 0001140361-23-027790 · form4.xml · nonDerivative · entry 1 Belardi James Richard · CIK 0001689315 · Director · CEO of Athene Holding Ltd. 10b5-1 filing: No plan indicated Ownership: Indirect · By Belardi 2020 GRAT Disclosed balance after: 0 F1 · shares: Upon termination of the Belardi 2020 GRAT, 157,481 shares were distributed to the remainder beneficiary, Belardi 2019 GST Non-Exempt Descendants Trust u/a dated August 8, 2019, Preston Johnson, Trustee. F2 · balance_after: Reported amounts have been adjusted to reflect the 21,000 shares previously transferred by the Belardi 2020 GRAT to the James and Leslie Belardi Family Trust, which transfer was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Read SEC document |
| May 26, 2023 Filed May 31, 2023 01:35 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 85,087 | $65.88 | $5,605,531.56 |
DisclosureSEC source: 0000950103-23-008124 · dp194543_4-harris.xml · nonDerivative · entry 3 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,045,006 F3 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 26, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $65.74 to $66.20. F3 · price: Reflects the sale of shares of Common Stock by MJHP II on May 26, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $65.74 to $66.20. F6 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 26, 2023 Filed May 31, 2023 01:35 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 113,715 | $65.51 | $7,449,469.65 |
DisclosureSEC source: 0000950103-23-008124 · dp194543_4-harris.xml · nonDerivative · entry 2 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,130,093 F2 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 26, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.74 to $65.73. F2 · price: Reflects the sale of shares of Common Stock by MJHP II on May 26, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.74 to $65.73. F6 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 25, 2023 Filed May 31, 2023 01:35 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 212,142 | $64.29 | $13,638,609.18 |
DisclosureSEC source: 0000950103-23-008124 · dp194543_4-harris.xml · nonDerivative · entry 1 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,243,808 F1 · shares: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 25, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.00 to $64.55. F1 · price: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 25, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.00 to $64.55. F6 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F7 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 23, 2023 Filed May 25, 2023 01:29 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 10,902 | $66.08 | $720,404.16 |
DisclosureSEC source: 0000950103-23-007806 · dp194243_4-harris.xml · nonDerivative · entry 6 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,455,950 F6 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 23, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.00 to $66.28. F6 · price: Reflects the sale of shares of Common Stock by MJHP II on May 23, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.00 to $66.28. F7 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F8 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 22, 2023 Filed May 25, 2023 01:29 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 21,092 | $66.20 | $1,396,290.40 |
DisclosureSEC source: 0000950103-23-007806 · dp194243_4-harris.xml · nonDerivative · entry 5 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,466,852 F5 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.17 to $66.29. F5 · price: Reflects the sale of shares of Common Stock by MJHP II on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $66.17 to $66.29. F7 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F8 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 22, 2023 Filed May 25, 2023 01:29 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 189,828 | $65.88 | $12,505,868.64 |
DisclosureSEC source: 0000950103-23-007806 · dp194243_4-harris.xml · nonDerivative · entry 4 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,487,944 F4 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $65.17 to $66.16. F4 · price: Reflects the sale of shares of Common Stock by MJHP II on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $65.17 to $66.16. F7 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F8 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 22, 2023 Filed May 25, 2023 01:29 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 121,619 | $64.80 | $7,880,911.20 |
DisclosureSEC source: 0000950103-23-007806 · dp194243_4-harris.xml · nonDerivative · entry 3 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,677,772 F3 · shares: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.15 to $65.13. F3 · price: Reflects the sale of shares of common stock of the Issuer, par value $0.00001 per share ("Common Stock"), by MJH Partners II LLC ("MJHP II") on May 22, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.15 to $65.13. F7 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F8 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 19, 2023 Filed May 19, 2023 22:31 UTC |
HARRIS JOSHUASee Remarks
MJH Partners II LLCSee Remarks
|
SaleCommon Stock | 5,487 | $64.04 | $351,387.48 |
DisclosureSEC source: 0000950103-23-007559 · dp194017_4-harris.xml · nonDerivative · entry 3 HARRIS JOSHUA · CIK 0001106636 · See Remarks MJH Partners II LLC · CIK 0001903210 · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnote Disclosed balance after: 34,799,391 F3 · shares: Reflects the sale of shares of Common Stock by MJHP II on May 19, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.00 to $64.20. F3 · price: Reflects the sale of shares of Common Stock by MJHP II on May 19, 2023. The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $64.00 to $64.20. F4 · price: The Reporting Persons undertake to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the applicable price range. F5 · ownership.nature: Reflects shares held by MJHP II, an estate planning vehicle for which voting and investment control are exercised by Joshua Harris. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Read SEC document |
| May 18, 2023 Filed May 18, 2023 16:31 UTC |
Suydam John JChief Legal Officer
|
GrantCommon Stock | 187 | $61.97 | $11,588.39 |
DisclosureSEC source: 0001209191-23-030643 · doc4.xml · nonDerivative · entry 4 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Indirect · Kalmia Investments LLC - Series A Disclosed balance after: 12,040 F5 · shares: Represents restricted shares of common stock of the Issuer issued under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan and the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles. The restricted shares vest in installments in accordance with the terms of the applicable award agreement, provided the reporting person remains in service through the applicable vesting date. F6 · balance_after: These shares are held by Kalmia Investments LLC - Series A ("Kalmia"). The reporting person owns 30% of Kalmia, and the remaining 70% of Kalmia is owned by the Suydam GST Exempt Trust for the benefit of the reporting person's grandchildren for whom the reporting person's spouse is the trustee (the "GST Trust"). The reporting person disclaims beneficial ownership of 70% of the securities owned by Kalmia, as they will ultimately be distributed to the GST Trust. Read SEC document |
| May 18, 2023 Filed May 18, 2023 16:31 UTC |
Suydam John JChief Legal Officer
|
GrantCommon Stock | 1,014 | $61.97 | $62,837.58 |
DisclosureSEC source: 0001209191-23-030643 · doc4.xml · nonDerivative · entry 3 Suydam John J · CIK 0001375481 · Chief Legal Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 292,887 F5 · shares: Represents restricted shares of common stock of the Issuer issued under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan and the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles. The restricted shares vest in installments in accordance with the terms of the applicable award agreement, provided the reporting person remains in service through the applicable vesting date. F4 · balance_after: Reported amount includes 129,310 vested and unvested RSUs granted under the Plan Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.