Block, Inc. — Director's Dealing 2015

Nov 24, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Square, Inc. (SQ)
CIK: 0001512673
Period of Report: 2015-11-24

Reporting Person: Rizvi Traverse Management, LLC (10% Owner)
Reporting Person: Giampetroni John (10% Owner)
Reporting Person: RIZVI SUHAIL (10% Owner)
Reporting Person: Rizvi Traverse CI GP, LLC (10% Owner)
Reporting Person: RT-SQ Secondary, LLC (10% Owner)
Reporting Person: RT SQ Co-Invest II LLC (10% Owner)
Reporting Person: RT-SQ TS, LLC (10% Owner)
Reporting Person: RT SQ Special Opportunities, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-24	Common Stock	C	999998	—	Acquired	999998	Indirect
2015-11-24	Common Stock	J	999998	—	Disposed	0	Indirect
2015-11-24	Common Stock	J	902150	—	Disposed	0	Indirect
2015-11-24	Common Stock	J	628960	—	Disposed	0	Indirect
2015-11-24	Class A Common Stock	P	750000	$9.00	Acquired	750000	Indirect
2015-11-24	Class A Common Stock	J	750000	—	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-24	Series E Preferred Stock	$	C	485014	Disposed		Common Stock (999998)	Indirect
2015-11-24	Class B Common Stock	$	J	999998	Acquired		Class A Common Stock (999998)	Indirect
2015-11-24	Class B Common Stock	$	J	902150	Acquired		Class A Common Stock (902150)	Indirect
2015-11-24	Class B Common Stock	$	J	628960	Acquired		Class A Common Stock (628960)	Indirect

Footnotes

F1: The Series E Preferred Stock automatically converted into Common Stock on a 1:2.0618 basis immediately prior to the closing of the Issuer's initial public offering, and had no expiration date.

F2: Shares held directly by RT SQ Co-Invest II, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Co-Invest II, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Co-Invest II, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Co-Invest II, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F3: Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F4: Shares held directly by RT SQ Secondary, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Secondary, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Secondary, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Secondary, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F5: Shares held directly by RT-SQ TS, LLC. Rizvi Traverse CI GP, LLC (the manager of RT-SQ TS, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and shared investment power over the securities held by RT-SQ TS, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT-SQ TS, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F6: Shares held directly by RT SQ Special Opportunities, LLC. Rizvi Traverse CI GP, LLC (the manager of RT SQ Special Opportunities, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse CI GP, LLC) have sole voting and investment power over the securities held by RT SQ Special Opportunities, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT SQ Special Opportunities, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F7: The transaction reported on this line represents a pro rata liquidating distribution, and not a purchase or sale of securities, by RT SQ Special Opportunities, LLC, to its members without consideration.

F8: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.