Statement of Changes in Beneficial Ownership (4)
05 April 2022 - 10:43PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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KAUFFMAN ROBERT I |
2. Issuer Name and Ticker or Trading Symbol
Hagerty, Inc.
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HGTY
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
105 S. MAPLE STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/1/2022 |
(Street)
ITASCA, IL 60143
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 4/1/2022 | | A | | 8341 (1) | A | $0 | 33341 | D | |
Class A Common Stock | | | | | | | | 3500000 (2) | I | By Aldel LLC (3) |
Class A Common Stock | | | | | | | | 2715000 (4) | I | By Aldel Investors LLC (5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Respresents shares of Class A Common Stock of Hagerty, Inc. ("Class A Common Stock") underlying Restricted Stock Units ("RSUs") acquired by the Reporting Person under Hagerty, Inc.'s (the "Issuer") 2021 Equity Incentive Plan. The RSUs vest on April 1, 2023, subject to the Reporting Person's continued service with the Issuer, with exceptions for death or disability. |
(2) | Consists of 1,500,000 shares of Class A Common Stock acquired by Aldel LLC as part of the public units ("Public Units") of Aldel Financial Inc. ("Aldel") in connection with Aldel's initial public offering in April 2021 (the "Aldel IPO"), and 2,000,000 shares of Class A Common Stock acquired by Aldel LLC as part of the PIPE transaction (the "PIPE Units") in connection with Aldel's initial business combination completed in December 2021 (the "Business Combination"). Each Public Unit was purchased for $10.00 per share and consists of one share of Class A Common Stock and one-half of one Public Warrant to purchase one share of Class A Common Stock at an exercise price of $11.50 per share. Each PIPE Unit was purchased for $10.00 per share and consists of one share of Class A Common Stock and 18% of one PIPE Warrant to purchase one share of Class A Common Stock at an exercise price of $11.50 per share. |
(3) | Held by Aldel LLC. Mr. Kauffman is the manager of Aldel LLC and has voting and investment discretion with respect to the shares of common stock held of record by Aldel LLC. Mr. Kauffman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
(4) | Consists of 515,000 shares of Class A Common Stock acquired by Aldel Investors LLC as part of a private placement in connection with the Aldel IPO (the "Private Units"), and 2,200,000 shares of Class A Common Stock which were converted from Aldel's common stock on a one-for-one basis at the closing of the Business Combination. Each Private Unit was purchased for $10.00 per share and consists of one share of Class A Common Stock and one-half of one Private Placement Warrant to purchase one share of Class A Common Stock at an exercise price of $11.50 per share. |
(5) | Held by Aldel Investors LLC. Mr. Kauffman is the manager of Aldel Investors LLC and has voting and investment discretion with respect to the shares of common stock held of record by Aldel Investors LLC. Mr. Kauffman disclaims beneficial ownership of the reported securities except to the extent of hispecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KAUFFMAN ROBERT I 105 S. MAPLE STREET ITASCA, IL 60143 | X |
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Signatures
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/s/ Barbara Matthews, SVP, General Counsel
and Secretary, by Power of Attorney | | 4/5/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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