Statement of Changes in Beneficial Ownership (4)
19 Dezember 2022 - 10:59PM
Edgar (US Regulatory)
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FORM 4
[ ] 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
Estimated average burden
hours per response... 0.5 |
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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
|
|
| 1. Name
and Address of Reporting Person * Zage George Raymond
III |
2. Issuer Name and Ticker or Trading
Symbol Grindr Inc. [ GRND ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
C/O GRINDR INC., 750 N. SAN VICENTE BLVD. STE
RE1400 |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/15/2022
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|
(Street)
WEST HOLLYWOOD, CA 90069
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Common Stock, par value $0.0001 per
share |
12/15/2022 |
|
P |
|
50000 |
A |
$5.93 |
5250000 |
D |
|
|
Common Stock, par value $0.0001 per
share |
12/16/2022 |
|
P |
|
110000 |
A |
$6.00 |
5360000 |
D |
|
|
Common Stock, par value $0.0001 per
share |
|
|
|
|
|
|
|
72942286 |
I |
By Corporation (1)(2) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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) |
As described in the Issuer's
proxy statement (Registration No. 333-264902), Issuer's Common
Stock were issued to San Vicente Holdings LLC, ("SVH") in exchange
for Grindr Group LLC ("LG") Series X ordinary units indirectly held
by SVH. The Reporting Person indirectly had a 43% non-voting,
economic only interest in LG through Tiga SVH Investments Ltd.
("TSVH"), which held a 54.1% non-voting, economic only interest in
SVH. Tiga Investments Pte. Ltd. ("TI") is the sole equityholder of
TSVH and exercises ultimate voting and investment power of the
shares held by TSVH. The Reporting Person is the sole equityholder
of TI and exercises ultimate voting and investment power of the
shares held by TI. |
| (2) |
The Reporting Person
disclaims beneficial ownership of these shares except to the extent
of his pecuniary interest therein. The inclusion of these shares in
this report shall not be deemed an admission of beneficial
ownership of all of the reported shares for purposes of Section 16
or for any other purpose. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Zage George Raymond III
C/O GRINDR INC.
750 N. SAN VICENTE BLVD. STE RE1400
WEST HOLLYWOOD, CA 90069 |
X |
X |
|
|
Signatures
|
|
/s/ William Shafton,
Attorney-in-fact |
|
12/19/2022 |
| **Signature of Reporting
Person |
Date |
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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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