Poston Edwin A.'s Form 4 filing
Ridgepost Capital, Inc. (RPC) · filed Oct 27, 2021
- Accession no.
- 0001193805-21-001502
- Filed
- Oct 27, 2021, 5:56 PM ET
- Trade date
- Oct 25, 2021
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 8 non-derivative transactions and 4 derivative transactions. Open-market sales total $21.7M. It was filed 2 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.
| Owner | Relationship to the company |
|---|---|
| Poston Edwin A.CIK 0001888753 | Director, Other: Member of 10% Owner Group |
| TrueBridge Colonial Fund, u/a dated 11/15/2015CIK 0001889675 | Other: Member of 10% Owner Group |
| Williams MelCIK 0001890819 | Other: Member of 10% Owner Group |
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 25, 2021 | Class A Common Stock | CConversionAcquired | +11,657 | –F2,F3 | – | 11,657 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | SSaleDisposed | −11,657 | $12.00 | −$139,884 | 0 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionAcquired | +818,016 | –F2,F3 | – | 818,016 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | SSaleDisposed | −818,016 | $12.00 | −$9,816,192 | 0 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionAcquired | +956,409 | –F2,F3 | – | 956,409 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | SSaleDisposed | −956,409 | $12.00 | −$11,476,908 | 0 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionAcquired | +19,348 | –F2,F3 | – | 19,348 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | SSaleDisposed | −19,348 | $12.00 | −$232,176 | 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 25, 2021 | Class A Common Stock | CConversionDisposed | −11,657 | –F2,F3 | – | 108,844 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionDisposed | −818,016 | –F2,F3 | – | 9,038,753 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionDisposed | −956,409 | –F2,F3 | – | 8,929,910 | Indirect | |
| Oct 25, 2021 | Class A Common Stock | CConversionDisposed | −19,348 | –F2,F3 | – | 180,652 | Indirect |
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.
- F2
Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.
Referenced by the price of 4 transactions in Table I and 4 transactions in Table II.
- F3
Continued from Footnote 2: A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. On October 25, 2021, each Reporting Person directed the sale of shares of Class B Common Stock, as reported herein, resulting in the automatic conversion of the shares into Class A Common Stock upon execution of the sale.
Referenced by the price of 4 transactions in Table I and 4 transactions in Table II.