M&A: Oringer Jonathan

Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-08

Corporate Action: Merger

Type: Update

Accession Number: 000114036125000627

Comments: On January 6, 2025, a Merger Agreement was executed among Shutterstock, Inc., Grammy HoldCo, Inc., Grammy Merger Sub One, Inc., Getty Images Holdings, Inc., and others, detailing a multi-step merger process. This process includes merging the Issuer with Grammy HoldCo, which will be a wholly owned subsidiary, followed by further mergers involving multiple subsidiaries, establishing a new ownership structure. Jonathan Oringer reports beneficial ownership of 11,040,701 shares, or approximately 31.5% of the Issuer, with options for an additional 263,742 shares. A Voting Agreement was also enacted, in which Oringer agrees to support the merger and restricts the transfer of his shares until certain conditions are met. The report also clarifies that no transactions have occurred in the past 60 days.

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