0001493152-26-009864.txt : 20260312 0001493152-26-009864.hdr.sgml : 20260312 20260312162258 ACCESSION NUMBER: 0001493152-26-009864 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20260310 FILED AS OF DATE: 20260312 DATE AS OF CHANGE: 20260312 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROTH JAY W CENTRAL INDEX KEY: 0001005645 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42422 FILM NUMBER: 26748107 MAIL ADDRESS: STREET 1: 2 N. CASCADE AVE., SUITE 1400 CITY: COLORADO SPRINGS STATE: CO ZIP: 80903 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Venu Holding Corp CENTRAL INDEX KEY: 0001770501 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] ORGANIZATION NAME: 07 Trade & Services EIN: 820890721 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1755 TELSTAR DR STREET 2: STE 501 CITY: COLORADO SPRINGS STATE: CO ZIP: 80920 BUSINESS PHONE: 719-895-5483 MAIL ADDRESS: STREET 1: 1755 TELSTAR DR STREET 2: STE 501 CITY: COLORADO SPRINGS STATE: CO ZIP: 80920 FORMER COMPANY: FORMER CONFORMED NAME: NOTES LIVE, INC. DATE OF NAME CHANGE: 20220523 FORMER COMPANY: FORMER CONFORMED NAME: B ENTERTAINMENT LLC DATE OF NAME CHANGE: 20210818 FORMER COMPANY: FORMER CONFORMED NAME: Bourbon Brothers Entertainment, LLC DATE OF NAME CHANGE: 20190313 4 1 ownership.xml X0508 4 2026-03-10 0 0001770501 Venu Holding Corp VENU 0001005645 ROTH JAY W C/O VENU HOLDING CORPORATION 1755 TELSTAR DRIVE, SUITE 501 COLORADO SPRINGS CO 80920 1 1 1 0 CEO & Chairman 0 Common Stock, par value $0.001 9253644 D Common Stock, par value $0.001 2026-03-10 4 P 0 62500 4.00 A 62500 I By JWR Living Trust dated November 19, 2012 Common Stock, par value $0.001 999720 I By KMR Living Trust dated November 19, 2012 Common Warrants (right to buy) 5.00 2026-03-10 4 P 0 62500 4.00 A 2026-03-10 2031-03-10 Common Stock, par value $0.001 62500 62500 I By JWR Living Trust dated November 19, 2012 These securities of Venu Holding Corporation (the "Issuer") were purchased in the Issuer's registered underwritten public offering, which closed on March 10, 2026 (the "Offering"). Each share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), sold in the Offering was accompanied by a warrant to purchase one share of Common Stock (collectively, the "Common Warrants"). Represents the aggregate purchase price for each share of Common Stock and accompanying Common Warrant purchased in the Offering. These securities are owned directly by the JWR Living Trust dated November 19, 2012 (the "JWR Living Trust"), of which Mr. Jay W. Roth is a trustee. As a trustee, Mr. Roth is deemed to have indirect beneficial ownership of the securities held by the JWR Living Trust. These shares of Common Stock are owned directly by the KMR Living Trust dated November 19, 2012 (the "KMR Living Trust"), of which Mr. Roth is a trustee. As a trustee, Mr. Roth is deemed to have indirect beneficial ownership of the securities held by the KMR Living Trust. These Common Warrants are immediately exercisable and will expire on the fifth anniversary of their issuance, subject to the beneficial-ownership limitation set forth in the Common Warrants, which prohibits the holder from exercising the Common Warrants if such exercise would cause the holder, together with its affiliates, to own more than 4.99% of the Issuer's total number of shares of Common Stock then issued and outstanding. /s/ Heather Atkinson, as attorney-in-fact for Jay W. Roth 2026-03-12