0001712923-22-000035.txt : 20220329 0001712923-22-000035.hdr.sgml : 20220329 20220329170929 ACCESSION NUMBER: 0001712923-22-000035 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220329 FILED AS OF DATE: 20220329 DATE AS OF CHANGE: 20220329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kang Andrew CENTRAL INDEX KEY: 0001825170 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38506 FILM NUMBER: 22781922 MAIL ADDRESS: STREET 1: 5565 GLENRIDGE CONNECTOR STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30342 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GreenSky, Inc. CENTRAL INDEX KEY: 0001712923 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 822135346 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5565 GLENRIDGE CONNECTOR STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30342 BUSINESS PHONE: 678-264-6105 MAIL ADDRESS: STREET 1: 5565 GLENRIDGE CONNECTOR STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30342 4 1 wf-form4_164858814847783.xml FORM 4 X0306 4 2022-03-29 1 0001712923 GreenSky, Inc. GSKY 0001825170 Kang Andrew 5565 GLENRIDGE CONNECTOR SUITE 700 ATLANTA GA 30342 0 1 0 0 EVP and CFO Class A common stock 2022-03-29 4 D 0 297139 D 0 D Stock Option (right to buy) 4.11 2022-03-29 4 D 0 34188 D 2030-09-24 Class A common stock 34188.0 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated as of September 14, 2021 (as amended, the "Merger Agreement"), by and among the Issuer, The Goldman Sachs Group, Inc. ("Goldman Sachs"), Goldman Sachs Bank USA ("GS Bank"), Glacier Merger Sub 1, LLC, a wholly owned subsidiary of GS Bank, Glacier Merger Sub 2, LLC, a wholly owned subsidiary of GS Bank, and GreenSky Holdings, LLC, a subsidiary of the Issuer, with each share of Class A common stock being converted into the right to receive 0.03 shares of Goldman Sachs common stock (the "Merger Consideration"), which had a market value of $335.30 per share at the close of trading on March 28, 2022, the last trading day immediately preceding the effective time of the mergers (the "Effective Time"), with cash paid in lieu of fractional shares. The amounts in Table I include 240,885 shares of Class A common stock subject to forfeiture conditions; which fully vested in connection with the merger. This option, which provided for vesting in four equal installments on September 24, 2021, September 24, 2022, September 24, 2023, and September 24, 2024, was canceled in the merger in exchange for the right to receive a lump-sum cash payment, without interest, equal to the product of (a) the number of shares of Issuer Class A common stock subject to the option immediately prior to the Effective Time and (b) the excess, if any, of (i) the cash value of the Merger Consideration over (ii) the per share exercise price of the option, less applicable withholding taxes. /s/ Steven Fox, as attorney-in-fact 2021-12-03