Sec Form 4 Filing - WATSA V PREM ET AL @ BLACKBERRY Ltd - 2024-02-15

Insider filing report for Changes in Beneficial Ownership
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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. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
WATSA V PREM ET AL
2. Issuer Name and Ticker or Trading Symbol
BLACKBERRY Ltd [ BB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former Director and 10% Owner
(Last) (First) (Middle)
95 WELLINGTON STREET WEST, SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2024
(Street)
TORONTO, A6M5J 2N7
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares 02/15/2024 M( 1 ) 296,571 A 296,571 D ( 3 )
Common Shares 129,000 I See Footnote ( 3 ) ( 4 )
Common Shares 46,724,700 I See Footnote ( 3 ) ( 5 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
1.75% Extendable Convertible Unsecured Debentures ( 6 ) 02/15/2024 D 1 ( 6 ) ( 6 ) Common Shares 25,000,000 $ 150,000,000 ( 6 ) 0 I See Footnote ( 3 ) ( 5 )
Deferred Share Units ( 2 ) 02/15/2024 A 14,874 ( 2 ) ( 2 ) Common Shares 14,874 ( 2 ) 296,571 D ( 3 )
Deferred Share Units ( 2 ) 02/15/2024 M( 1 ) 296,571 ( 2 ) ( 2 ) Common Shares 296,571 ( 2 ) 0 D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WATSA V PREM ET AL
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6M5J 2N7
Former Director and 10% Owner
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6M5J 2N7
Former Director and 10% Owner
SECOND 1109 HOLDCO LTD.
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6M5J 2N7
Former Director and 10% Owner
SIXTY TWO INVESTMENT CO LTD
1600 CATHEDRAL PLACE
925 WEST GEORGIA ST.
VANCOUVER, A1V6C 3L3
Former Director and 10% Owner
FFHL GROUP LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO, A6M5J 2N7
Former Director and 10% Owner
Signatures
/s/ V. Prem Watsa 02/20/2024
Signature of Reporting Person Date
/s/ Peter Clarke, President and COO, on behalf of Fairfax Financial Holdings Ltd. 02/20/2024
Signature of Reporting Person Date
/s/ V. Prem Watsa, President, on behalf of The Second 1109 Holdco Ltd. 02/20/2024
Signature of Reporting Person Date
/s/ V. Prem Watsa, President, on behalf of The Sixty Two Investment Company Limited 02/20/2024
Signature of Reporting Person Date
/s/ V. Prem Watsa, President, on behalf of FFHL Group Ltd 02/20/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the cessation of the Reporting Person's service as a director of the Issuer, the Reporting Person received Common Shares in settlement of outstanding Deferred Share Units ("DSUs").
( 2 )The DSUs are held directly and solely by Mr. Watsa and were received in connection with service as a director of the Issuer. Each DSU is the economic equivalent of one common share.
( 3 )Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that other Reporting Persons are beneficial owners of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act.
( 4 )These securities are held by The Second 810 Holdco Ltd ("810 Holdco"). Mr. Watsa is the controlling person of 810 Holdco.
( 5 )These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. Mr. Watsa is the CEO and controlling person of Fairfax Financial Holdings Limited through the other Reporting Persons.
( 6 )The 1.75% extendable convertible unsecured debentures (the "Debentures") were repaid at par upon maturity by the Issuer. The Debentures had a maturity date of February 15, 2024 and were convertible at any time into common shares of the Issuer at an initial conversion price of $6.00 per common share (for a total value of $150,000,000, which was inadvertently stated as $150,000 in the Form 4 filed on November 15, 2023 (as was the $330,000 stated in the same Form 4, which should have read $330,000,000), both of which amounts are deemed amended by the filing of this Form 4), subject to adjustments in accordance with the terms of such Debentures. None of the Debentures were converted into common shares of the Issuer prior to repayment.

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