Sec Form 4 Filing - Hagerty McKeel @ Hagerty, Inc. - 2023-06-23

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
Hagerty McKeel
2. Issuer Name and Ticker or Trading Symbol
Hagerty, Inc. [ HGTY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
121 DRIVERS EDGE
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2023
(Street)
TRAVERSE CITY, MI49684
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
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
Series A Convertible Preferred Stock $ 11.79 06/23/2023 A 530,222 ( 1 ) ( 2 ) Class A Common Stock 530,222 $ 9.43 530,222 I Held by McKeel O Hagerty Revocable Trust dated September 18, 2003 ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hagerty McKeel
121 DRIVERS EDGE
TRAVERSE CITY, MI49684
X Chief Executive Officer
Signatures
/s/ Barbara E. Matthews, Power of Attorney 06/27/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reporting Person may convert the Series A Convertible Preferred Stock at any time, subject to the Issuer's option to require the Reporting Person to convert all or any of the Series A Convertible Preferred Stock, as summarized in footnote 2 of this Form 4.
( 2 )Issuer may require Reporting Person to convert all or any portion of Series A Preferred Stock where: (i) if, on or after the third anniversary of June 23, 2023 (the "Issue Date") and prior to the seventh anniversary of the Issue Date, the closing price of the Class A Common Stock exceeds 150% of the Conversion Price for at least twenty (20) trading days in any period of thirty (30) consecutive trading days; (ii) if, on or after the seventh anniversary of the Issue Date and prior to the tenth anniversary of the Issue Date, the closing price of the Class A Common Stock exceeds 100% of the Conversion Price for at least twenty (20) trading days in any period of thirty (30) consecutive trading days; or (iii) on or after the tenth anniversary of the Issue Date.
( 3 )Held by McKeel O Hagerty Revocable Trust dated September 18, 2003 (the "Trust"). Reporting Person is the trustee for the Trust and has investment power over the Series A Convertible Preferred Stock held by the Trust.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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