Form Type: 4

SEC EDGAR Link
Accession Number:0001775625-21-000017
Date:2021-01-27
Issuer: SMILEDIRECTCLUB, INC. (SDC)
Original Submission Date:

Reporting Person:

RAMMELT SUSAN GREENSPON
C/O SMILEDIRECTCLUB, INC.
414 UNION STREET NASHVILLE, TN 37219

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-01-27 C 75,000 a $0.00 353,473 direct
CLASS A COMMON STOCK 2021-01-27 S 75,000 d $15.00 278,473 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
SDC FINANCIAL COMMON UNITS 0.0 2021-01-27 deemed execution date C 75,000 (d) class a common stock 75,000 $0.00 203,443 direct
Footnotes
IDfootnote
f1 pursuant to the terms of the seventh amended and restated limited liability company agreement of sdc financial, llc, a delaware limited liability company ("sdc financial"), the reporting person may exchange all or a portion of its common membership interests ("common units") in sdc financial (with automatic cancellation of an equal number of shares of non-economic class b common stock of the issuer's ("class b common stock") for shares of class a common stock of the issuer's ("class a common stock") on a one-for-one basis, subject to customary adjustments, or, at the option of the disinterested members of the board of directors of the issuer, cash (based on the then-market value of the shares of class a common stock). the class b common stock initially entitles holders to ten votes per share and will vote as a single class with the class a common stock, but has no economic rights, and is subject to forfeiture upon exchange of the reporting person's common units.
f2 the transaction reported is the exchange of the common units for shares of class a common stock.
f3 the transactions reported in this form 4 were effected pursuant to rule 10b5-1 trading plan adopted by the reporting person on may 28, 2020.
f4 these units can be exchanged at any time as described in footnote 1.
f5 represents both vested and unvested common units and corresponding shares of class b common stock. the unvested portion vests in equal monthly installments through september 2021.
WhaleWisdom Logo

Elevate your investments