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Schwarzman Stephen A's Form 4 filing

Jersey Mike's Subs Inc. (JMKE) · filed Aug 4, 2026

Accession no.
0001193125-26-332966
Filed
Aug 4, 2026, 4:35 PM ET
Trade date
Jul 31, 2026
Filing delay
4 days
Rule 10b5-1 plan
Not checked

This filing lists 4 non-derivative transactions and 1 derivative transaction. Open-market sales total $648.8M. It was filed 4 days after the trade.

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
Schwarzman Stephen ACIK 000107084410% Owner
Blackstone Inc.CIK 000139381810% Owner
Blackstone Group Management L.L.C.CIK 000140407110% Owner
Blackstone Holdings I/II GP L.L.C.CIK 000146469510% Owner
Blackstone Holdings II L.P.CIK 000148487010% 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
Jul 31, 2026Class A Common StockCConversionAcquired+6,593,919–F1–6,737,618Indirect
Jul 31, 2026Class A Common StockSSaleDisposed−6,593,919$21.85F2−$144,077,130.15143,699Indirect
Jul 31, 2026Class A Common StockSSaleDisposed−23,101,733$21.85F2−$504,772,866.05189,138,535Indirect
Jul 31, 2026Class B Common StockJOtherDisposed−6,593,919–F8–53,842,047Indirect

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
Jul 31, 2026Class A Common StockCConversionDisposed−6,593,919$0.00$053,842,047Indirect

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 terms of an exchange agreement, dated as of July 29, 2026, holders have the right to exchange their common units of Jersey Mike's HoldCo, LLC ("Common Units") for shares of Class A common stock ("Class A Common Stock") of Jersey Mike's Subs Inc. (the "Issuer") on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. These exchange rights do not expire.

Referenced by the price of 1 transaction in Table I.

F2

This amount represents the $23.00 secondary public offering price per share of Class A Common Stock of the Issuer, less the underwriting discount of $1.15 per share sold by the Reporting Persons to the Issuer in connection with the Issuer's initial public offering.

Referenced by the price of 2 transactions in Table I.

F8

Shares of the Issuer's Class B common stock ("Class B Common Stock") have no economic value and have one vote per share. One share of Class B Common Stock is issued for each Common Unit held. Upon the sale of the Common Units, an equivalent number of shares of Class B Common Stock were automatically cancelled.

Referenced by the price of 1 transaction in Table I.

Remarks

Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed separate Forms 4.

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