SEC FORM 4 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*
Cannae Holdings, Inc.

(Last) (First) (Middle)
1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Alight, Inc. / Delaware [ ALIT ]
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)
12/20/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
Class A common stock 12/20/2021 M(1) 5,000,000 A (1) 49,203,737 I See note(4)
Class A common stock 12/20/2021 D(1) 3,700,000(2) D (1) 45,503,737(3) I See note(4)
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
Warrants to purchase Class A common stock (1) 12/20/2021 M(1) 5,000,000 08/02/2021 (1) Class A common stock 5,000,000 (5) 0 I See note(4)
1. Name and Address of Reporting Person*
Cannae Holdings, Inc.

(Last) (First) (Middle)
1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cannae Holdings, LLC

(Last) (First) (Middle)
1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
Explanation of Responses:
1. Cannae Holdings, LLC exercised the warrants on a make-whole exercise and cashless basis pursuant to a Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated May 29, 2020, as amended (the "Warrant Agreement"), following the Issuer's Notice of Redemption of the warrants. Cannae Holdings, LLC received 0.26 shares per warrant and the Issuer withheld 0.74 shares per warrant exercised. Pursuant to the Issuer's Notice of Redemption, warrants remaining unexercised on December 27, 2021 would cease to be exercisable.
2. Represents shares of Class A common stock deemed withheld by the Issuer from Cannae Holdings, LLC in connection with the make-whole exercise on a cashless basis pursuant to the Warrant Agreement.
3. Represents shares of Class A common stock held directly as follows: 41,300,000 by Cannae Holdings, LLC and 4,203,737 by Cannae Funding, LLC.
4. Cannae Holdings, LLC and Cannae Funding, LLC are wholly owned subsidiaries of Cannae Holdings, Inc.
5. Not applicable.
Remarks:
CANNAE HOLDINGS, Inc., /s/ Michael L. Gravelle, as Executive Vice President, General Counsel and Corporate Secretary 12/22/2021
CANNAE HOLDINGS, LLC, /s/ Michael L. Gravelle, as Executive Vice President, General Counsel and Corporate Secretary 12/22/2021
** Signature of Reporting Person Date
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