SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Lu James Fu Bin

(Last) (First) (Middle)
C/O GRINDR INC.
750 N.SAN VICENTE BLVD. STE RE1400

(Street)
WEST HOLLYWOOD CA 90069

(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
12/14/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 12/14/2022 C(1) 297,157 A $1,640,306.64 38,723,080 I By Corporation(2)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Options $2.56 12/14/2022 C(4) 554,639 (4) (4) Common Stock 554,639 (4) 0 I By Corporation(2)(3)
Options $5.52 12/14/2022 S(1) 297,157 (1) (1) Common Stock 297,157 (1) 0 I By Corporation(2)(3)
Explanation of Responses:
1. Option to acquire Common Stock of the Issuer from another shareholder at an exercise price of $5.52 per share which is exercisable before or on June 15, 2023.
2. As described in the Issuer's proxy statement (Registration No. 333-264902) ("Proxy"), shares of the Issuer's Common Stock were issued to Longview Capital SVH LLC, a Washington limited liability company ("Longview SVH"), in exchange for outstanding units of Grindr Group LLC ("LG") Series X ordinary units. Longview Capital Holdings LLC, a Washington limited liability company ("Longview"), is the sole member of Longview SVH, which exercises ultimate voting and investment power with respect to the shares held by Longview SVH. Longview SVH is the holder of all of the securities of the Issuer beneficially held by the Reporting Person, other than the option to acquire 297,157 shares of Common Stock and the 297,157 share of Common Stock deemed beneficially owned by the Reporting Person, which are held by Longview. The Reporting Person is the sole equityholder of Longview and exercises voting and investment power with respect to Longview.
3. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
4. Longview SVH transferred to Tiga Investments Pte. Ltd. the right to receive shares in respect of an option to acquire 554,639 shares of Common Stock of the Issuer from another shareholder within 30 days of the consummation of the Business Combination (as defined in the Proxy).
Remarks:
/s/ William Shafton, Attorney-in-fact 12/16/2022
** 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 Number.