Braccia Andrew's Form 4 filing
Squarespace, Inc.SQSP · filed Oct 17, 2024
- Accession no.
- 0000950170-24-115390
- Filed
- Oct 17, 2024
- Trade date
- Oct 17, 2024
- Filing delay
- Same day
- Rule 10b5-1 plan
- Not checked
This filing lists 7 non-derivative transactions and 1 derivative transaction. Open-market sales total $647.7M. 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.
| Owner | Relationship to the company |
|---|---|
| Braccia AndrewCIK 0001536303 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 17, 2024 | Class A Common Stock | DReturned to the companyDisposed | −32,439 | –F1 | – | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | JOtherDisposed | −21,982 | –F3 | – | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | JOtherDisposed | −31,686 | –F3 | – | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | JOtherDisposed | −530,953 | –F3 | – | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | SSaleDisposed | −870,600 | $46.50 | −$40,482,900 | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | SSaleDisposed | −12,808,246 | $46.50 | −$595,583,439 | 0 | Indirect | |
| Oct 17, 2024 | Class A Common Stock | SSaleDisposed | −250,729 | $46.50 | −$11,658,898.5 | 0 | Indirect |
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.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 17, 2024 | Class A Common Stock | DReturned to the companyDisposed | −6,197 | –F11 | – | 0 | Direct |
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 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 September 16, 2024, by and among (i) Accel Leaders 3 L.P., for itself and as nominee for Accel Leaders 3 L.P., Accel Leaders 3 Entrepreneurs L.P. and Accel Leaders 3 Investors (2020) L.P., (ii) Accel Growth Fund L.P., Accel Growth Fund Strategic Partners L.P. and Accel Growth Fund Investors 2010 L.L.C. (clauses (i) and (ii), 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 3 transactions in Table I.
- F11
Pursuant to the Merger Agreement, immediately prior to the effective time of the Merger, each Issuer restricted stock unit ("RSU") award held by a non-employee of the Issuer then outstanding and not vested was cancelled and converted into the right to receive a lump sum cash payment equal to the product of (i) $46.50 per share, without interest, multiplied by (ii) the number of shares of Class A Common Stock of the Issuer subject to such RSU award, prorated based on the number of days between the grant date and the closing of the Merger.
Referenced by the price of 1 transaction in Table II.