08/27/2026 | Press release | Distributed by Public on 08/27/2026 10:11
|
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
|||||||||||||||||||||||||||||
|
|||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
|
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 Underlying Securities (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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Abu Dhabi Investment Authority 211 CORNICHE STREET, PO BOX 3600 ABU DHABI |
X | |||
|
Platinum International Investment Holding RSC Ltd LEVEL 26, AL KHATEM TOWER, ABU DHABI GLOBAL MARKET SQUARE, AL MARYAH ISLAND ABU DHABI |
X | |||
|
Platinum Falcon B 2018 RSC Ltd LEVEL 26, AL KHATEM TOWER, ABU DHABI GLOBAL MARKET SQUARE, AL MARYAH ISLAND ABU DHABI |
X | |||
| ABU DHABI INVESTMENT AUTHORITY, By: /s/ Hamad AlDhaheri, Name: Hamad AlDhaheri, Title: Authorized Signatory, By: /s/ Saif AlMashghouni, Name: Saif AlMashghouni, Title: Authorized Signatory | 08/27/2026 | |
| **Signature of Reporting Person | Date | |
| PLATINUM INTERNATIONAL INVESTMENT HOLDING RSC LIMITED, By: /s/ Saif AlMashghouni, Name: Saif AlMashghouni, Title: Authorized Signatory, By: /s/ Mohamed AlMazrouei, Name: Mohamed AlMazrouei, Title: Authorized Signatory | 08/27/2026 | |
| **Signature of Reporting Person | Date | |
| PLATINUM FALCON B 2018 RSC LIMITED, By: /s/ Saif AlMashghouni, Name: Saif AlMashghouni, Title: Authorized Signatory, By: /s/ Mohamed AlMazrouei, Name: Mohamed AlMazrouei, Title: Authorized Signatory | 08/27/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | This amount represents the $23.00 secondary public offering price per share of Class A common stock ("Class A Common Stock") of Jersey Mike's Subs Inc. (the "Issuer"), less the underwriting discount of $1.15 per share, sold by the Reporting Persons in connection with a partial exercise of the underwriters' option to purchase additional shares. |
| (2) | Platinum Falcon B 2018 RSC Limited ("Platinum Falcon") may be deemed to share the power to dispose of 382,134 shares of Class A Common Stock of the Issuer sold directly by Boardwalk II Aggregator L.P. Platinum International Investment Holdings RSC Limited ("Platinum Holdings") is the sole owner of Platinum Falcon, and Abu Dhabi Investment Authority ("ADIA" and, together with Platinum Falcon and Platinum Holdings, the "Reporting Persons") is the sole owner of Platinum Holdings. Therefore, Platinum Holdings and ADIA may also be deemed to beneficially own the Class A Common Stock reported herein. |
| (3) | Each Reporting Person and each other person referenced in this Statement disclaims Section 16 beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, if any, and this Statement shall not be deemed an admission of beneficial ownership of any of the reported securities for purposes of Section 16 or any other purpose. |