Last 12 months
Inside the activity.
0 purchase rows · 29 sale rows
Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.Monthly counts
| Month | Purchases | Sales |
|---|---|---|
| Nov 2025 | 0 | 1 |
| Dec 2025 | 0 | 5 |
| Jan 2026 | 0 | 2 |
| Feb 2026 | 0 | 2 |
| Mar 2026 | 0 | 4 |
| Apr 2026 | 0 | 2 |
| May 2026 | 0 | 1 |
| Jun 2026 | 0 | 1 |
| Jul 2026 | 0 | 4 |
| Aug 2026 | 0 | 5 |
| Sep 2026 | 0 | 2 |
| 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 |
|---|---|---|---|---|---|---|
| January 15, 2026 Filed Jan 16, 2026 19:51 UTC |
Tam FionaChief Accounting Officer
|
GrantCommon Stock | 3,061 | $19.60 | $59,995.60 |
DisclosureSEC source: 0001214659-26-000544 · marketforms-71880.xml · nonDerivative · entry 1 Tam Fiona · CIK 0001911775 · Chief Accounting Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 45,813 F1 · kind: Acquisition of restricted stock subject to annual vesting ratably over three years from grant date. Read SEC document |
| January 15, 2026 Filed Jan 16, 2026 19:50 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
GrantPerformance Stock Units | 19,132 | $19.60 | $374,987.20 |
DisclosureSEC source: 0001214659-26-000542 · marketforms-71878.xml · nonDerivative · entry 2 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 193,477 F2 · kind: Grant of Performance Stock Units. Under the terms of the grant, 100% of the PSUs are subject to forfeiture based on Velocity's average annual performance as measured by Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028 with potential vesting of 0 to 200% of the granted PSUs following fiscal year end 2028. Read SEC document |
| January 15, 2026 Filed Jan 16, 2026 19:50 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
GrantCommon Stock | 19,132 | $19.60 | $374,987.20 |
DisclosureSEC source: 0001214659-26-000542 · marketforms-71878.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 174,345 F1 · kind: Acquisition of restricted stock subject to annual vesting ratably over three years from grant date. Read SEC document |
| January 15, 2026 Filed Jan 16, 2026 19:50 UTC |
Szczepaniak Mark RChief Financial Officer
|
GrantPerformance Stock Units | 19,132 | $19.60 | $374,987.20 |
DisclosureSEC source: 0001214659-26-000541 · marketforms-71877.xml · nonDerivative · entry 2 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 137,458 F2 · kind: Grant of Performance Stock Units. Under the terms of the grant, 100% of the PSUs are subject to forfeiture based on Velocity's average annual performance as measured by Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028 with potential vesting of 0 to 200% of the granted PSUs following fiscal year end 2028. Read SEC document |
| January 15, 2026 Filed Jan 16, 2026 19:50 UTC |
Szczepaniak Mark RChief Financial Officer
|
GrantCommon Stock | 19,132 | $19.60 | $374,987.20 |
DisclosureSEC source: 0001214659-26-000541 · marketforms-71877.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 118,326 F1 · kind: Acquisition of restricted stock subject to annual vesting ratably over three years from grant date. Read SEC document |
| January 13, 2026 Filed Jan 15, 2026 20:06 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
Tax withholdingCommon Stock | 2,109 | $18.70 | $39,438.30 |
DisclosureSEC source: 0001214659-26-000501 · marketforms-71871.xml · nonDerivative · entry 1 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 98,861 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 13, 2026 Filed Jan 15, 2026 20:06 UTC |
Farrar Christopher D.Director · Chief Executive Officer
|
Tax withholdingCommon Stock | 8,854 | $18.70 | $165,569.80 |
DisclosureSEC source: 0001214659-26-000504 · marketforms-71868.xml · nonDerivative · entry 1 Farrar Christopher D. · CIK 0001524993 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 345,822 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 13, 2026 Filed Jan 15, 2026 20:06 UTC |
Szczepaniak Mark RChief Financial Officer
|
Tax withholdingCommon Stock | 4,255 | $18.70 | $79,568.50 |
DisclosureSEC source: 0001214659-26-000503 · marketforms-71869.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 99,194 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 13, 2026 Filed Jan 15, 2026 20:06 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
Tax withholdingCommon Stock | 3,459 | $18.70 | $64,683.30 |
DisclosureSEC source: 0001214659-26-000502 · marketforms-71870.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 155,213 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 13, 2026 Filed Jan 15, 2026 20:05 UTC |
Tam FionaChief Accounting Officer
|
Tax withholdingCommon Stock | 681 | $18.70 | $12,734.70 |
DisclosureSEC source: 0001214659-26-000500 · marketforms-71872.xml · nonDerivative · entry 1 Tam Fiona · CIK 0001911775 · Chief Accounting Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 42,752 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| December 31, 2025 Filed Jan 2, 2026 15:59 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
SaleCommon Stock | 3,049 | $20.13 | $61,387.96 |
DisclosureSEC source: 0001214659-26-000007 · marketforms-71758.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 158,672 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.27, inclusive. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| December 16, 2025 Filed Dec 16, 2025 22:34 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
SaleCommon Stock | 7,571 | $20.03 | $151,646.37 |
DisclosureSEC source: 0001214659-25-018090 · marketforms-71594.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 161,721 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.15, inclusive. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| December 02, 2025 Filed Dec 2, 2025 21:52 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
SaleCommon Stock | 6,655 | $19.38 | $128,965.25 |
DisclosureSEC source: 0001214659-25-017511 · marketforms-71425.xml · nonDerivative · entry 1 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 100,970 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.31 to $19.45. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| December 01, 2025 Filed Dec 1, 2025 21:56 UTC Amendment |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $19.34 | $30,409.08 |
DisclosureSEC source: 0001214659-25-017413 · marketforms-71414.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 46,967 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.53 to $19.49. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| December 01, 2025 Filed Dec 1, 2025 21:46 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $19.34 | $30,409.08 |
DisclosureSEC source: 0001214659-25-017409 · marketforms-71412.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 46,967 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.3442 to $19.3442. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| November 03, 2025 Filed Nov 3, 2025 21:39 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $18.50 | $29,087.82 |
DisclosureSEC source: 0001214659-25-015782 · marketforms-71198.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 48,539 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.425 to $18.65. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| October 01, 2025 Filed Oct 1, 2025 20:44 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $18.05 | $28,366.90 |
DisclosureSEC source: 0001214659-25-014459 · marketforms-70889.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 50,111 F1 · price: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.00 to $18.27. The reporting person undertakes to provide the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Read SEC document |
| September 02, 2025 Filed Sep 2, 2025 20:47 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $18.85 | $29,632.20 |
DisclosureSEC source: 0001214659-25-013216 · marketforms-70494.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 51,683 Read SEC document |
| August 12, 2025 Filed Aug 12, 2025 23:50 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $18.00 | $28,296.00 |
DisclosureSEC source: 0001214659-25-011887 · marketforms-70274.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 53,255 Read SEC document |
| July 01, 2025 Filed Jul 1, 2025 22:28 UTC |
Szczepaniak Mark RChief Financial Officer
|
SaleCommon Stock | 1,572 | $18.44 | $28,987.68 |
DisclosureSEC source: 0001214659-25-009914 · marketforms-70025.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: Plan reported Ownership: Indirect · Held through family trust Disclosed balance after: 54,827 Read SEC document |
| June 30, 2025 Filed Jun 30, 2025 22:20 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
OtherCommon Stock | 1,204 | $15.76 | $18,973.84 |
DisclosureSEC source: 0001214659-25-009850 · marketforms-70012.xml · nonDerivative · entry 1 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 107,625 F1 · kind: The shares were purchased through the Company's ESPP in a transaction exempt pursuant to Rule 16b-3(c). Read SEC document |
| June 30, 2025 Filed Jun 30, 2025 22:21 UTC |
Farrar Christopher D.Director · Chief Executive Officer
|
OtherCommon Stock | 1,204 | $15.76 | $18,973.84 |
DisclosureSEC source: 0001214659-25-009851 · marketforms-70013.xml · nonDerivative · entry 1 Farrar Christopher D. · CIK 0001524993 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 694,919 F1 · kind: The shares were purchased through the Company's ESPP in a transaction exempt pursuant to Rule 16b-3(c). Read SEC document |
| May 23, 2025 Filed May 27, 2025 21:30 UTC |
Beckett Dorika MDirector
|
GrantCommon Stock | 5,764 | $16.48 | $94,990.72 |
DisclosureSEC source: 0001214659-25-008396 · marketforms-69682.xml · nonDerivative · entry 1 Beckett Dorika M · CIK 0001819565 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 35,898 F1 · kind: Annual grant of restricted stock upon re-election by our shareholders to Velocity's Board of Directors. Read SEC document |
| May 23, 2025 Filed May 27, 2025 21:29 UTC |
Pitstick JohnDirector
|
Disposition to issuerCommon Stock | 4,377 | $16.48 | $72,132.96 |
DisclosureSEC source: 0001214659-25-008395 · marketforms-69684.xml · nonDerivative · entry 2 Pitstick John · CIK 0001412378 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 59,521 Read SEC document |
| May 23, 2025 Filed May 27, 2025 21:29 UTC |
Pitstick JohnDirector
|
GrantCommon Stock | 5,764 | $16.48 | $94,990.72 |
DisclosureSEC source: 0001214659-25-008395 · marketforms-69684.xml · nonDerivative · entry 1 Pitstick John · CIK 0001412378 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 63,898 F1 · kind: Annual grant of restricted stock upon re-election by our shareholders to Velocity's Board of Directors. Read SEC document |
| May 23, 2025 Filed May 27, 2025 21:28 UTC |
Schaefer Joy L.Director
|
Disposition to issuerCommon Stock | 4,377 | $16.48 | $72,132.96 |
DisclosureSEC source: 0001214659-25-008394 · marketforms-69685.xml · nonDerivative · entry 2 Schaefer Joy L. · CIK 0001524990 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 38,988 Read SEC document |
| May 23, 2025 Filed May 27, 2025 21:28 UTC |
Schaefer Joy L.Director
|
GrantCommon Stock | 5,764 | $16.48 | $94,990.72 |
DisclosureSEC source: 0001214659-25-008394 · marketforms-69685.xml · nonDerivative · entry 1 Schaefer Joy L. · CIK 0001524990 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 43,365 F1 · kind: Annual grant of restricted stock upon re-election by our shareholders to Velocity's Board of Directors. Read SEC document |
| May 01, 2025 Filed May 2, 2025 20:05 UTC |
TOBI III SPE I LLCDirector · 10% owner
PACIFIC INVESTMENT MANAGEMENT CO LLCDirector · 10% owner
LVS III Holding LPDirector · 10% owner
|
Exercise / conversionWarrant (right to buy) · Derivative | 1,673,958 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-062740 · ownership.xml · derivative · entry 2 TOBI III SPE I LLC · CIK 0001792715 · Director · 10% owner PACIFIC INVESTMENT MANAGEMENT CO LLC · CIK 0001163368 · Director · 10% owner LVS III Holding LP · CIK 0001792718 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,673,958 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · kind: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · price: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · derivative.exercise_date: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · derivative.expiration_date: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · derivative.underlying_shares: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F2 · ownership.direct: TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. Each Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. The signatory below executes this Form 4 on behalf of each Reporting Person as a Managing Director of PIMCO. Read SEC document |
| May 01, 2025 Filed May 2, 2025 20:05 UTC |
TOBI III SPE I LLCDirector · 10% owner
PACIFIC INVESTMENT MANAGEMENT CO LLCDirector · 10% owner
LVS III Holding LPDirector · 10% owner
|
Exercise / conversionCommon Stock | 1,673,958 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-062740 · ownership.xml · nonDerivative · entry 1 TOBI III SPE I LLC · CIK 0001792715 · Director · 10% owner PACIFIC INVESTMENT MANAGEMENT CO LLC · CIK 0001163368 · Director · 10% owner LVS III Holding LP · CIK 0001792718 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 12,637,764 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F1 · price: Warrants to purchase 1,115,972 shares of Common Stock were exercised at an exercise price of $2.96 per share of Common Stock. Warrants to purchase 557,986 shares were exercised at an exercise price of $4.94 per share. The Warrants became exercisable on August 13, 2020 and had an expiration date of May 7, 2025. F2 · ownership.direct: TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. Each Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. The signatory below executes this Form 4 on behalf of each Reporting Person as a Managing Director of PIMCO. Read SEC document |
| March 27, 2025 Filed Mar 31, 2025 17:31 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
Snow Phipps Group (B), L.P.Director · 10% owner
SPG Co-Investment, L.P.Director · 10% owner
|
Exercise / conversionPrivate Placement Warrant (right to buy) · Derivative | 446,389 | Not disclosed Strike: $4.94 | Not disclosed |
DisclosureSEC source: 0001140361-25-011426 · form4.xml · derivative · entry 5 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Snow Phipps Group (B), L.P. · CIK 0001696783 · Director · 10% owner SPG Co-Investment, L.P. · CIK 0001696702 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 0 Underlying: Common Stock · 446,389 shares Expires 2025-05-07 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · kind: Cashless exercise of all of the Warrants. F3 · shares: Represents in the aggregate directly held Warrants exercised for shares of Common Stock, as follows: 420,704 shares by SPG AIV; 21,908 shares by SPG RPV; and 3,777 shares by SPG AIV Offshore. F4 · price: Not applicable. F3 · derivative.underlying_shares: Represents in the aggregate directly held Warrants exercised for shares of Common Stock, as follows: 420,704 shares by SPG AIV; 21,908 shares by SPG RPV; and 3,777 shares by SPG AIV Offshore. F1 · ownership.nature: This Form 4 is being filed by and behalf of: Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") (collectively, the "SPG Fund Entities"); SPG GP, LLC, the general partner of each of the SPG Fund Entities ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F8 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one or more of of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 27, 2025 Filed Mar 31, 2025 17:31 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
Snow Phipps Group (B), L.P.Director · 10% owner
SPG Co-Investment, L.P.Director · 10% owner
|
Exercise / conversionPrivate Placement Warrant (right to buy) · Derivative | 892,777 | Not disclosed Strike: $2.96 | Not disclosed |
DisclosureSEC source: 0001140361-25-011426 · form4.xml · derivative · entry 4 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Snow Phipps Group (B), L.P. · CIK 0001696783 · Director · 10% owner SPG Co-Investment, L.P. · CIK 0001696702 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 0 Underlying: Common Stock · 892,777 shares Expires 2025-05-07 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · kind: Cashless exercise of all of the Warrants. F2 · shares: Represents in the aggregate directly held Private Placement Warrants ("Warrants") exercised for shares of Common Stock, as follows: 841,408 shares by SPG AIV; 43,815 shares by SPG RPV; and 7,554 shares by SPG AIV Offshore. F4 · price: Not applicable. F2 · derivative.underlying_shares: Represents in the aggregate directly held Private Placement Warrants ("Warrants") exercised for shares of Common Stock, as follows: 841,408 shares by SPG AIV; 43,815 shares by SPG RPV; and 7,554 shares by SPG AIV Offshore. F1 · ownership.nature: This Form 4 is being filed by and behalf of: Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") (collectively, the "SPG Fund Entities"); SPG GP, LLC, the general partner of each of the SPG Fund Entities ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F8 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one or more of of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 27, 2025 Filed Mar 31, 2025 17:31 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
Snow Phipps Group (B), L.P.Director · 10% owner
SPG Co-Investment, L.P.Director · 10% owner
|
Tax withholdingCommon Stock | 258,828 | $18.73 | $4,847,848.44 |
DisclosureSEC source: 0001140361-25-011426 · form4.xml · nonDerivative · entry 3 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Snow Phipps Group (B), L.P. · CIK 0001696783 · Director · 10% owner SPG Co-Investment, L.P. · CIK 0001696702 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 13,353,103 F5 · kind: Cashless exercise of all of the Warrants. F6 · shares: The cashless exercise resulted in the withholding of Common Stock by the Issuer of (i) 243,933 shares for SPG AIV, (ii) 12,704 shares for SPG RPV, and (iii) 2,191 shares for SPG AIV Offshore, in each case, determined using the last sale price of the Common Stock on March 27, 2025, of $18.73 per share, pursuant to the terms of the Warrants. F1 · ownership.nature: This Form 4 is being filed by and behalf of: Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") (collectively, the "SPG Fund Entities"); SPG GP, LLC, the general partner of each of the SPG Fund Entities ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Following the cashless exercise of all the Warrants, represents in the aggregate shares of Common Stock directly held as follows: 12,339,174 shares by SPG AIV; 642,654 shares by SPG RPV; 61,719 shares by SPG B; 260,705 shares by SPG AIV Offshore; and 48,851 shares by SPG Co-Investment. F8 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one or more of of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 27, 2025 Filed Mar 31, 2025 17:31 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
Snow Phipps Group (B), L.P.Director · 10% owner
SPG Co-Investment, L.P.Director · 10% owner
|
Exercise / conversionCommon Stock | 446,389 | $4.94 | $2,205,161.66 |
DisclosureSEC source: 0001140361-25-011426 · form4.xml · nonDerivative · entry 2 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Snow Phipps Group (B), L.P. · CIK 0001696783 · Director · 10% owner SPG Co-Investment, L.P. · CIK 0001696702 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 13,611,931 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · kind: Cashless exercise of all of the Warrants. F3 · shares: Represents in the aggregate directly held Warrants exercised for shares of Common Stock, as follows: 420,704 shares by SPG AIV; 21,908 shares by SPG RPV; and 3,777 shares by SPG AIV Offshore. F1 · ownership.nature: This Form 4 is being filed by and behalf of: Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") (collectively, the "SPG Fund Entities"); SPG GP, LLC, the general partner of each of the SPG Fund Entities ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Following the cashless exercise of all the Warrants, represents in the aggregate shares of Common Stock directly held as follows: 12,339,174 shares by SPG AIV; 642,654 shares by SPG RPV; 61,719 shares by SPG B; 260,705 shares by SPG AIV Offshore; and 48,851 shares by SPG Co-Investment. F8 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one or more of of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 27, 2025 Filed Mar 31, 2025 17:31 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
Snow Phipps Group (B), L.P.Director · 10% owner
SPG Co-Investment, L.P.Director · 10% owner
|
Exercise / conversionCommon Stock | 892,777 | $2.96 | $2,642,619.92 |
DisclosureSEC source: 0001140361-25-011426 · form4.xml · nonDerivative · entry 1 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Snow Phipps Group (B), L.P. · CIK 0001696783 · Director · 10% owner SPG Co-Investment, L.P. · CIK 0001696702 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 13,165,542 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · kind: Cashless exercise of all of the Warrants. F2 · shares: Represents in the aggregate directly held Private Placement Warrants ("Warrants") exercised for shares of Common Stock, as follows: 841,408 shares by SPG AIV; 43,815 shares by SPG RPV; and 7,554 shares by SPG AIV Offshore. F1 · ownership.nature: This Form 4 is being filed by and behalf of: Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") (collectively, the "SPG Fund Entities"); SPG GP, LLC, the general partner of each of the SPG Fund Entities ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Following the cashless exercise of all the Warrants, represents in the aggregate shares of Common Stock directly held as follows: 12,339,174 shares by SPG AIV; 642,654 shares by SPG RPV; 61,719 shares by SPG B; 260,705 shares by SPG AIV Offshore; and 48,851 shares by SPG Co-Investment. F8 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one or more of of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 06, 2025 Filed Mar 11, 2025 01:09 UTC |
TOBI III SPE I LLCDirector · 10% owner
PACIFIC INVESTMENT MANAGEMENT CO LLCDirector · 10% owner
LVS III Holding LPDirector · 10% owner
|
GrantWarrant (right to buy) · Derivative | 1,673,958 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-036752 · ownership.xml · derivative · entry 2 TOBI III SPE I LLC · CIK 0001792715 · Director · 10% owner PACIFIC INVESTMENT MANAGEMENT CO LLC · CIK 0001163368 · Director · 10% owner LVS III Holding LP · CIK 0001792718 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 1,673,958 Underlying: Common Stock · 1,673,958 shares Expires not disclosed F1 · derivative.exercise_price: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · kind: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · price: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.exercise_date: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.expiration_date: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.underlying_shares: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F2 · ownership.direct: TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. Each Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. The signatory below executes this Form 4 on behalf of each Reporting Person as a Managing Director of PIMCO. Read SEC document |
| March 06, 2025 Filed Mar 11, 2025 01:09 UTC |
TOBI III SPE I LLCDirector · 10% owner
PACIFIC INVESTMENT MANAGEMENT CO LLCDirector · 10% owner
LVS III Holding LPDirector · 10% owner
|
Disposition to issuerWarrant (right to buy) · Derivative | 1,673,958 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-036752 · ownership.xml · derivative · entry 1 TOBI III SPE I LLC · CIK 0001792715 · Director · 10% owner PACIFIC INVESTMENT MANAGEMENT CO LLC · CIK 0001163368 · Director · 10% owner LVS III Holding LP · CIK 0001792718 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,673,958 shares Expires not disclosed F1 · derivative.exercise_price: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · kind: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · price: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.exercise_date: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.expiration_date: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F1 · derivative.underlying_shares: On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock. F2 · ownership.direct: TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. Each Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. The signatory below executes this Form 4 on behalf of each Reporting Person as a Managing Director of PIMCO. Read SEC document |
| March 06, 2025 Filed Mar 10, 2025 19:44 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
|
GrantPrivate Placement Warrant · Derivative | 446,389 | Not disclosed Strike: $4.94 | Not disclosed |
DisclosureSEC source: 0001140361-25-007915 · form4.xml · derivative · entry 4 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 446,389 Underlying: Common Stock · 446,389 shares Expires 2025-05-07 F5 · derivative.exercise_price: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F1 · kind: On March 6, 2025, the Issuer amended each Private Placement Warrant ("Warrant") held by each of Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and Snow Phipps Group (RPV), L.P. ("SPG RPV") (collectively, the "Warrantholders") to extend the existing expiration date for the exercise of the Warrants from April 7, 2025, to May 7, 2025. F2 · kind: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · kind: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F4 · shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 420,704 shares by SPG AIV; 3,777 shares by SPG AIV Offshore; 21,908 shares by SPG RPV. F6 · price: Not applicable. F4 · derivative.underlying_shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 420,704 shares by SPG AIV; 3,777 shares by SPG AIV Offshore; 21,908 shares by SPG RPV. F5 · derivative.underlying_shares: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F4 · balance_after: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 420,704 shares by SPG AIV; 3,777 shares by SPG AIV Offshore; 21,908 shares by SPG RPV. F2 · ownership.nature: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 06, 2025 Filed Mar 10, 2025 19:44 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
|
Disposition to issuerPrivate Placement Warrant · Derivative | 446,389 | Not disclosed Strike: $4.94 | Not disclosed |
DisclosureSEC source: 0001140361-25-007915 · form4.xml · derivative · entry 3 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 0 Underlying: Common Stock · 446,389 shares Expires 2025-04-07 F5 · derivative.exercise_price: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F1 · kind: On March 6, 2025, the Issuer amended each Private Placement Warrant ("Warrant") held by each of Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and Snow Phipps Group (RPV), L.P. ("SPG RPV") (collectively, the "Warrantholders") to extend the existing expiration date for the exercise of the Warrants from April 7, 2025, to May 7, 2025. F2 · kind: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · kind: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F4 · shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 420,704 shares by SPG AIV; 3,777 shares by SPG AIV Offshore; 21,908 shares by SPG RPV. F6 · price: Not applicable. F4 · derivative.underlying_shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 420,704 shares by SPG AIV; 3,777 shares by SPG AIV Offshore; 21,908 shares by SPG RPV. F5 · derivative.underlying_shares: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F2 · ownership.nature: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 06, 2025 Filed Mar 10, 2025 19:44 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
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GrantPrivate Placement Warrant · Derivative | 892,777 | Not disclosed Strike: $2.96 | Not disclosed |
DisclosureSEC source: 0001140361-25-007915 · form4.xml · derivative · entry 2 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 892,777 Underlying: Common Stock · 892,777 shares Expires 2025-05-07 F5 · derivative.exercise_price: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F1 · kind: On March 6, 2025, the Issuer amended each Private Placement Warrant ("Warrant") held by each of Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and Snow Phipps Group (RPV), L.P. ("SPG RPV") (collectively, the "Warrantholders") to extend the existing expiration date for the exercise of the Warrants from April 7, 2025, to May 7, 2025. F2 · kind: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · kind: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F3 · shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 841,408 shares by SPG AIV; 7,554 shares by SPG AIV Offshore; and 43,815 shares by SPG RPV. F6 · price: Not applicable. F3 · derivative.underlying_shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 841,408 shares by SPG AIV; 7,554 shares by SPG AIV Offshore; and 43,815 shares by SPG RPV. F5 · derivative.underlying_shares: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F3 · balance_after: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 841,408 shares by SPG AIV; 7,554 shares by SPG AIV Offshore; and 43,815 shares by SPG RPV. F2 · ownership.nature: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| March 06, 2025 Filed Mar 10, 2025 19:44 UTC |
SPG GP, LLCDirector · 10% owner
Snow Ian KDirector · 10% owner
Snow Phipps Group AIV, L.P.Director · 10% owner
Snow Phipps Group (RPV), L.P.Director · 10% owner
Snow Phipps Group AIV (Offshore), L.P.Director · 10% owner
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Disposition to issuerPrivate Placement Warrant · Derivative | 892,777 | Not disclosed Strike: $2.96 | Not disclosed |
DisclosureSEC source: 0001140361-25-007915 · form4.xml · derivative · entry 1 SPG GP, LLC · CIK 0001696701 · Director · 10% owner Snow Ian K · CIK 0001327044 · Director · 10% owner Snow Phipps Group AIV, L.P. · CIK 0001798851 · Director · 10% owner Snow Phipps Group (RPV), L.P. · CIK 0001696654 · Director · 10% owner Snow Phipps Group AIV (Offshore), L.P. · CIK 0001798852 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · Notes Disclosed balance after: 0 Underlying: Common Stock · 892,777 shares Expires 2025-04-07 F5 · derivative.exercise_price: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F1 · kind: On March 6, 2025, the Issuer amended each Private Placement Warrant ("Warrant") held by each of Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and Snow Phipps Group (RPV), L.P. ("SPG RPV") (collectively, the "Warrantholders") to extend the existing expiration date for the exercise of the Warrants from April 7, 2025, to May 7, 2025. F2 · kind: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · kind: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F3 · shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 841,408 shares by SPG AIV; 7,554 shares by SPG AIV Offshore; and 43,815 shares by SPG RPV. F6 · price: Not applicable. F3 · derivative.underlying_shares: Represents in the aggregate directly held warrants to purchase a number of shares of Common Stock, as follows: 841,408 shares by SPG AIV; 7,554 shares by SPG AIV Offshore; and 43,815 shares by SPG RPV. F5 · derivative.underlying_shares: The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment, as set forth in the Warrants. F2 · ownership.nature: This Form 4 is being filed by and behalf of: each of the Warrantholders; SPG GP, LLC, the general partner of each of the Warrantholders ("SPG GP"); and Ian K. Snow, who serves as the managing member of SPG GP (collectively, the "Reporting Persons"). F7 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest, and this reports shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Messrs. John Pless and Alan Mantel, each a partner of SPG GP and/or one of its affiliates, were appointed to the board of directors of the Issuer as a representative of the Reporting Persons. Solely for purposes of Section 16, the Reporting Persons are deemed directors-by-deputization. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Read SEC document |
| February 14, 2025 Filed Feb 19, 2025 15:54 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
Tax withholdingCommon Stock | 1,205 | $18.56 | $22,364.80 |
DisclosureSEC source: 0001214659-25-003021 · marketforms-68227.xml · nonDerivative · entry 1 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 106,421 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| February 14, 2025 Filed Feb 19, 2025 15:53 UTC |
Szczepaniak Mark RChief Financial Officer
|
Tax withholdingCommon Stock | 2,678 | $18.56 | $49,703.68 |
DisclosureSEC source: 0001214659-25-003020 · marketforms-68229.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 162,811 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| February 14, 2025 Filed Feb 19, 2025 15:53 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
Tax withholdingCommon Stock | 2,872 | $18.56 | $53,304.32 |
DisclosureSEC source: 0001214659-25-003019 · marketforms-68230.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 169,292 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| February 14, 2025 Filed Feb 19, 2025 15:53 UTC |
Tam FionaChief Accounting Officer
|
Tax withholdingCommon Stock | 638 | $18.56 | $11,841.28 |
DisclosureSEC source: 0001214659-25-003018 · marketforms-68228.xml · nonDerivative · entry 1 Tam Fiona · CIK 0001911775 · Chief Accounting Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 43,433 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| February 14, 2025 Filed Feb 19, 2025 15:53 UTC |
Farrar Christopher D.Director · Chief Executive Officer
|
Tax withholdingCommon Stock | 5,367 | $18.56 | $99,611.52 |
DisclosureSEC source: 0001214659-25-003017 · marketforms-68232.xml · nonDerivative · entry 1 Farrar Christopher D. · CIK 0001524993 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 693,715 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 23, 2025 Filed Jan 24, 2025 23:36 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
Tax withholdingCommon Stock | 2,113 | $18.42 | $38,921.46 |
DisclosureSEC source: 0001214659-25-001340 · marketforms-67921.xml · nonDerivative · entry 1 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 107,626 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 23, 2025 Filed Jan 24, 2025 23:37 UTC |
Taylor Jeffrey T.Executive VP, Capital Markets
|
Tax withholdingCommon Stock | 4,065 | $18.42 | $74,877.30 |
DisclosureSEC source: 0001214659-25-001341 · marketforms-67920.xml · nonDerivative · entry 1 Taylor Jeffrey T. · CIK 0001524986 · Executive VP, Capital Markets 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 172,164 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 23, 2025 Filed Jan 24, 2025 23:37 UTC |
Szczepaniak Mark RChief Financial Officer
|
Tax withholdingCommon Stock | 4,321 | $18.42 | $79,592.82 |
DisclosureSEC source: 0001214659-25-001342 · marketforms-67923.xml · nonDerivative · entry 1 Szczepaniak Mark R · CIK 0001794812 · Chief Financial Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 165,489 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 23, 2025 Filed Jan 24, 2025 23:36 UTC |
Tam FionaChief Accounting Officer
|
Tax withholdingCommon Stock | 543 | $18.42 | $10,002.06 |
DisclosureSEC source: 0001214659-25-001339 · marketforms-67922.xml · nonDerivative · entry 1 Tam Fiona · CIK 0001911775 · Chief Accounting Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 44,071 F1 · kind: Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock. Read SEC document |
| January 21, 2025 Filed Jan 21, 2025 22:14 UTC |
Kelly Roland ThomasChief Legal Officer and GC
|
GrantPerformance Stock Units | 13,283 | $18.82 | $249,986.06 |
DisclosureSEC source: 0001214659-25-001077 · marketforms-67901.xml · nonDerivative · entry 2 Kelly Roland Thomas · CIK 0001817058 · Chief Legal Officer and GC 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 110,359 F2 · kind: Grant of Performance Stock Units. Under the terms of the grant, 100% of the PSUs are subject to forfeiture based on Velocity's average annual performance as measured by Core Net Income Annual Growth for fiscal years 2025, 2026 and 2027 with potential vesting of 0 to 200% of the granted PSUs following fiscal year end 2027. 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.