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Block, Inc. — Director's Dealing 2015
Nov 24, 2015
30034_dirs_2015-11-24_7d9aff67-84be-4666-9630-3203ff326fab.zip
Director's Dealing
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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 Opportunistic Equity Fund, L.P. (10% Owner)
Reporting Person: Rizvi Opportunistic Equity Fund (TI), L.P. (10% Owner)
Reporting Person: Rizvi Opportunistic Equity Fund I-B, L.P. (10% Owner)
Reporting Person: Rizvi Opportunistic Equity Fund I-B (TI), L.P. (10% Owner)
Reporting Person: Rizvi Traverse Partners, LLC (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2015-11-24 | Common Stock | C | 87420 | — | Acquired | 87420 | Indirect |
| 2015-11-24 | Common Stock | C | 17560 | — | Acquired | 17560 | Indirect |
| 2015-11-24 | Common Stock | C | 249500 | — | Acquired | 249500 | Indirect |
| 2015-11-24 | Common Stock | C | 59250 | — | Acquired | 59250 | Indirect |
| 2015-11-24 | Common Stock | C | 40210 | — | Acquired | 40210 | Indirect |
| 2015-11-24 | Common Stock | J | 87420 | — | Disposed | 0 | Indirect |
| 2015-11-24 | Common Stock | J | 17560 | — | Disposed | 0 | Indirect |
| 2015-11-24 | Common Stock | J | 249500 | — | Disposed | 0 | Indirect |
| 2015-11-24 | Common Stock | J | 59250 | — | Disposed | 0 | Indirect |
| 2015-11-24 | Common Stock | J | 40210 | — | Disposed | 0 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2015-11-24 | Series D Preferred Stock | $ | C | 87420 | Disposed | Common Stock (87420) | Indirect | |
| 2015-11-24 | Series D Preferred Stock | $ | C | 17560 | Disposed | Common Stock (17560) | Indirect | |
| 2015-11-24 | Series D Preferred Stock | $ | C | 249500 | Disposed | Common Stock (249500) | Indirect | |
| 2015-11-24 | Series D Preferred Stock | $ | C | 59250 | Disposed | Common Stock (59250) | Indirect | |
| 2015-11-24 | Series D Preferred Stock | $ | C | 40210 | Disposed | Common Stock (40210) | Indirect | |
| 2015-11-24 | Class B Common Stock | $ | J | 87420 | Acquired | Class A Common Stock (87420) | Indirect | |
| 2015-11-24 | Class B Common Stock | $ | J | 17560 | Acquired | Class A Common Stock (17560) | Indirect | |
| 2015-11-24 | Class B Common Stock | $ | J | 249500 | Acquired | Class A Common Stock (249500) | Indirect | |
| 2015-11-24 | Class B Common Stock | $ | J | 59250 | Acquired | Class A Common Stock (59250) | Indirect | |
| 2015-11-24 | Class B Common Stock | $ | J | 40210 | Acquired | Class A Common Stock (40210) | Indirect |
Footnotes
F1: The Series D Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering, and had no expiration date.
F2: Shares held directly by Rizvi Opportunistic Equity Fund, L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund, L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund, L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund, L.P. 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: Shares held directly by Rizvi Opportunistic Equity Fund (TI), L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund (TI), L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund (TI), L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund (TI), L.P. 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.
F4: Shares held directly by Rizvi Opportunistic Equity Fund I-B, L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund I-B, L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund I-B, L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund I-B, L.P. 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 Rizvi Opportunistic Equity Fund I-B (TI), L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund I-B (TI), L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund I-B (TI), L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund I-B (TI), L.P. 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 Rizvi Traverse Partners, LLC. Rizvi Traverse Management, LLC (the manager of Rizvi Traverse Partners, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Traverse Partners, LLC. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Traverse Partners, 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: 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.
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.