i3 Verticals, Inc. — Director's Dealing 2021

Mar 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: i3 Verticals, Inc. (IIIV)
CIK: 0001728688
Period of Report: 2021-03-15

Reporting Person: WILDS DAVID M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-15	Class A common stock, par value $0.0001 per share	C	200000	—	Acquired	200000	Indirect
2021-03-15	Class A common stock, par value $0.0001 per share	S	200000	$32.83	Disposed	0	Indirect
2021-03-15	Class B common stock, par value $0.0001 per share	J	200000	—	Disposed	272162	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-15	Common Units	$	C	200000	Disposed		Class A common stock, par value $0.0001 per share (200000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B common stock, par value $0.0001 per share	270636	Direct
Class B common stock, par value $0.0001 per share	7839	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Units	$		Class A common stock, par value $0.0001 per share (270636)	270636	Direct
Common Units	$		Class A common stock, par value $0.0001 per share (7839)	7839	Indirect

Footnotes

F1: Represents shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of i3 Verticals, Inc. (the "Issuer") that
were obtained upon a redemption of an equal number of common units in i3 Verticals, LLC (the "Common Units").

F2: Represents shares of Class A Common Stock held by Front Street Equities, LLC and First Avenue Partners II, L.P. Front Street Equities, LLC is the General Partner of, and exercises voting and investment power over shares held by, First Avenue Partners II, L.P. Voting and investment decisions at Front Street Equities, LLC are made by David Wilds, who serves as (a) a limited partner and managing member of First Avenue Partners II, L.P., and (b) the sole member of Front Street Equities, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.

F3: Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of the Common Units for shares of Class A Common Stock of the Issuer.

F4: Represents shares of Class B Common Stock held by Front Street Equities, LLC and First Avenue Partners II, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.

F5: This Form 4 shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any securities held solely by the Reporting Person's spouse.

F6: The Common Units may be redeemed by the holder at any time for an equal number of shares of Class A Common Stock or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon the redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.

F7: Represents Common Units held by Front Street Equities, LLC and First Avenue Partners II, L.P. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of these Common Units in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose.