Blackstone Inc. — Director's Dealing 2022

Nov 17, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Alight, Inc. / Delaware (ALIT)
CIK: 0001809104
Period of Report: 2022-11-17

Reporting Person: Blackstone Holdings III L.P. (10% Owner)
Reporting Person: Blackstone Holdings III GP L.P. (10% Owner)
Reporting Person: Blackstone Holdings III GP Management L.L.C. (10% Owner)
Reporting Person: BCP VII Side-by-Side GP NQ L.L.C. (10% Owner)
Reporting Person: BTAS Associates-NQ L.L.C. (10% Owner)
Reporting Person: Blackstone Holdings I/II GP L.L.C. (10% Owner)
Reporting Person: Blackstone Inc. (10% Owner)
Reporting Person: Blackstone Group Management L.L.C. (10% Owner)
Reporting Person: SCHWARZMAN STEPHEN A (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-17	Class A Common Stock	C	5371237	—	Acquired	5459742	Indirect
2022-11-17	Class A Common Stock	C	20152	—	Acquired	20484	Indirect
2022-11-17	Class A Common Stock	C	58078	—	Acquired	59035	Indirect
2022-11-17	Class A Common Stock	C	619388	—	Acquired	629594	Indirect
2022-11-17	Class A Common Stock	S	5381060	$7.46	Disposed	78682	Indirect
2022-11-17	Class A Common Stock	S	20189	$7.46	Disposed	295	Indirect
2022-11-17	Class A Common Stock	S	58184	$7.46	Disposed	851	Indirect
2022-11-17	Class A Common Stock	S	620521	$7.46	Disposed	9073	Indirect
2022-11-17	Class A Common Stock	S	6074717	$7.46	Disposed	48659181	Indirect
2022-11-17	Class V Common Stock	J	5371237	$0.00	Disposed	43024219	Indirect
2022-11-17	Class V Common Stock	J	20152	$0.00	Disposed	161420	Indirect
2022-11-17	Class V Common Stock	J	58078	$0.00	Disposed	465213	Indirect
2022-11-17	Class V Common Stock	J	619388	$0.00	Disposed	4961364	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-11-17	Class A Units	$	C	5371237	Disposed		Class A Common Stock (5371237)	Indirect
2022-11-17	Class A Units	$	C	20152	Disposed		Class A Common Stock (20152)	Indirect
2022-11-17	Class A Units	$	C	58078	Disposed		Class A Common Stock (58078)	Indirect
2022-11-17	Class A Units	$	C	619388	Disposed		Class A Common Stock (619388)	Indirect

Footnotes

F1: This amount of $7.46 represents the $7.75 public offering price per share of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of Alight, Inc. (the "Issuer"), less the underwriting discount of $0.29 per share (such offering, the "Secondary Offering").

F2: Reflects securities directly held by Blackstone Capital Partners VII NQ L.P., the general partner of which is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.

F3: Reflects securities directly held by BCP VII SBS Holdings L.L.C., the sole member of which is Blackstone Side-by-Side Umbrella Partnership L.P., the general partner of which is Blackstone Side-by-Side Umbrella GP L.L.C., the sole member of which is Blackstone Holdings III L.P., the general partner of which is Blackstone Holdings III GP L.P., the general partner of which is Blackstone Holdings III GP Management L.L.C.

F4: Reflects securities directly held by Blackstone Family Investment Partnership VII - ESC NQ L.P., the general partner of which is BCP VII Side-by-Side GP NQ L.L.C., the sole member of which is Blackstone Holdings II L.P.

F5: Reflects securities directly held by BTAS NQ Holdings L.L.C., the managing member of which is BTAS Associates-NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.

F6: Reflects securities directly held by Blackstone Capital Partners VII (IPO) NQ L.P., the general partner of which is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.

F7: The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C. Blackstone Inc. ("Blackstone") is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons 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.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F10: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F11: Upon the closing of the Secondary Offering and in connection with the exchange of Class A units of Alight Holding Company, LLC ("Class A Units") for shares of Class A Common Stock (as further described in Footnote 12), an equal number of shares of the Issuer's Class V common stock were cancelled for no consideration. Shares of Class V common stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class V common stock will be entitled to one vote per share on all matters to be voted on by the Issuer's stockholders generally.

F12: Upon the closing of the Secondary Offering, an aggregate of 6,068,855 Class A Units were exchanged for an equal number of shares of Class A Common Stock. Class A Units have no voting rights but are entitled to share in the profits and losses of Alight Holding Company LLC. Class A Units held by the Reporting Persons can be exchanged, up to once per calendar quarter (and in the case of the Blackstone entities described herein, twice per calendar quarter in the aggregate), for an equal number of shares of Class A Common Stock. Notwithstanding the foregoing, the Issuer will be permitted, at its sole discretion, in lieu of delivering shares of Class A Common Stock for any Class A Units surrendered for exchange, to pay an amount in cash per Class A Unit equal to the 5-day volume weighted average price of the Class A Common Stock ending on the day such measurement is made.