Ownership Submission
FORM 4
|
Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
|
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT 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
|
OMB APPROVAL
|
OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
|
|
1. Name and Address of Reporting Person *
|
FLEISHER MICHAEL D
|
|
2. Issuer Name and Ticker or Trading Symbol
Squarespace, Inc. [SQSP]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
|
_____ 10% Owner
|
_____ Officer (give title below)
|
_____ Other (specify below)
|
|
|
(Last)
|
(First)
|
(Middle)
|
C/O SQUARESPACE, INC., , 225 VARICK STREET, 12TH FLOOR
|
|
3. Date of Earliest Transaction (Month/Day/Year)
|
(Street)
|
NEW YORK
|
NY
|
10014
|
|
4. If Amendment, Date Original Filed(Month/Day/Year)
|
6. Individual or Join/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
|
2. Transaction Date (Month/Day/Year)
|
2A. Deemed Execution Date, if any (Month/Day/Year)
|
3. Transaction Code
|
4. Securities Acquired (A) or Disposed of (D)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
|
6. Ownership Form: Direct (D) or Indirect (I)
|
7. Nature of Indirect Beneficial Ownership
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
|
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
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
|
8. Price of Derivative Security
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
|
11. Nature of Indirect Beneficial Ownership
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expriation Date
|
Title
|
Amount or Number of Shares
|
Reporting Owners
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
FLEISHER MICHAEL D
C/O SQUARESPACE, INC.,
225 VARICK STREET, 12TH FLOOR
NEW YORK, NY10014
|
|
|
|
|
Signatures
/s/ Jessica Krasner, as Attorney-in-Fact
|
2024-10-16
|
**Signature of Reporting Person
|
Date
|
Explanation of Responses:
(*)
|
If the form is filed by more than one reporting person, see Instruction 5(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)
|
The reported securities were disposed of pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of September 9, 2024, by and among the Issuer, Spaceship Purchaser, Inc. ("Parent") and Spaceship Group MergerCo Inc., a wholly owned subsidiary of Parent ("Purchaser"), pursuant to which Purchaser completed a cash tender offer (the "Offer") for all outstanding shares of common stock, consisting of (i) Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), (ii) Class B Common Stock, par value $0.0001 per share ("Class B Common Stock") and (iii) Class C Common Stock, par value $0.0001 per share ("Class C Common Stock" and the shares of Class A Common Stock, Class B Common Stock and Class C Common Stock, collectively, the "Shares") of the Issuer at a purchase price of $46.50 per share, without interest, and subject to any applicable withholding taxes. These Issuer Shares were tendered for purchase pursuant to the Offer.
|
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.