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