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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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
LLC Units | (3) | 09/29/2017 | J(1) | 83,309,940 | (3) | (3) | Class A Common Stock | 83,309,940 | (1) | 0 | I | See footnotes (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Fidelity National Financial, Inc. 601 RIVERSIDE AVE JACKSONVILLE, FL 32204 |
X | |||
Black Knight Holdings, Inc. 601 RIVERSIDE AVE JACKSONVILLE, FL 32204 |
X |
FIDELITY NATIONAL FINANCIAL, INC., By: /s/ Michael L. Gravelle, Executive Vice President, General Counsel and Corporate Secretary | 10/03/2017 | |
**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) | Represents the disposition of the entire indirect interest of Fidelity National Financial, Inc. ("FNF") in the Class B Common Stock of Black Knight Financial Services, Inc. ("BKFS") and in the limited liability company units ("LLC Units") of Black Knight Financial Services, LLC ("BKFS LLC"), by reason of FNF's pro rata dividend to its FNF Group common stockholders of the common stock of New BKH Corp. |
(2) | Indirectly owned by FNF through a wholly-owned subsidiary. FNF disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein. |
(3) | Shares of Class B Common Stock do not have economic rights. In general, pursuant to the Amended and Restated Operating Agreement of BKFS LLC, dated May 26, 2015, and any exchange agreement, LLC Units are exchangeable for shares of Class A Common Stock of BKFS on a one-for-one basis. Upon any exchange of LLC Units for Class A Common Stock, the corresponding shares of Class B Common Stock then owned by such holder are cancelled. |