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Casalena Anthony's Form 4 filing

Squarespace, Inc.SQSP · filed Oct 17, 2024

Accession no.
0000950170-24-115385
Filed
Oct 17, 2024
Trade date
Oct 17, 2024
Filing delay
Same day
Rule 10b5-1 plan
Not checked

This filing lists 2 non-derivative transactions and 3 derivative transactions. It was filed on the trade date.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Casalena AnthonyCIK 0001856597Director, Officer (Chief Executive Officer), 10% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Oct 17, 2024Class A Common StockDReturned to the companyDisposed−880,909–F1–0Indirect
Oct 17, 2024Class A Common StockJOtherDisposed−387,500–F3–0Indirect

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Oct 17, 2024Class A Common StockSSaleDisposed−12,329,784$46.50−$573,334,95628,505,788Indirect
Oct 17, 2024Class A Common StockJOtherDisposed−28,505,788–F3–0Indirect
Oct 17, 2024Class A Common StockJOtherDisposed−2,050,838–F3–0Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

Pursuant to the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 9, 2024, by and among the Issuer, Spaceship Purchaser, Inc. ("Parent") and Spaceship Group MergerCo Inc., a wholly owned subsidiary of Parent, immediately prior to the effective time of the Merger (as defined in the Merger Agreement), each share of Class A Common Stock and Class B Common Stock (together, "Common Stock") of the Issuer that is outstanding as of immediately prior to the effective time of the Merger (other than Owned Company Shares or Dissenting Company Shares, each as defined in the Merger Agreement) was cancelled and extinguished and automatically converted into the right to receive cash in an amount equal to $46.50, without interest thereon.

Referenced by the price of 1 transaction in Table I.

F3

Pursuant to the Amended and Restated Tender and Support Agreement, dated as of October 8, 2024, by and among the reporting person, Anthony Casalena 2019 Family Trust, Anthony Casalena Revocable Trust and Casalena Foundation (collectively, the "Stockholders"), the Issuer and Parent, immediately prior to the effective time of the Merger, the Stockholders contributed certain shares of Common Stock to a limited partnership that indirectly owns 100% of the equity interests of Parent ("Topco") in exchange for equity interests in Topco.

Referenced by the price of 1 transaction in Table I and 2 transactions in Table II.

Read the full filing on SEC EDGAR (opens in a new tab)