Sec Form 4 Filing - Santillan Laura @ Loyalty Ventures Inc. - 2021-12-07

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
Santillan Laura
2. Issuer Name and Ticker or Trading Symbol
Loyalty Ventures Inc. [ LYLT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Chief Accounting Officer
(Last) (First) (Middle)
7500 DALLAS PARKWAY, SUITE 700
3. Date of Earliest Transaction (MM/DD/YY)
12/07/2021
(Street)
PLANO, TX75024
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
Common Stock 12/07/2021 A( 1 ) 5,256 A 14,293( 2 ) D
Common Stock 12/07/2021 A( 3 ) 8,761 A 23,054( 4 ) D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Santillan Laura
7500 DALLAS PARKWAY, SUITE 700
PLANO, TX75024
SVP, Chief Accounting Officer
Signatures
Cynthia L. Hageman, Attorney in Fact 12/07/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The award for 5,256 shares of common stock represented by time-based restricted stock units is a replacement for equity forfeited by Alliance Data Systems Corporation at the time of the spinoff as provided in the Employee Matters Agreement. The restrictions will lapse on all 5,256 units on 2/16/2024, subject to continued employment by the Reporting Person with the Issuer on the vesting date.
( 2 )The total number of securities beneficially owned includes 9,037 unrestricted shares resulting from the spinoff distribution by Alliance Data Systems Corporation on November 5, 2021.
( 3 )The award for 8,761 shares of common stock represented by time-based restricted stock units is a replacement for equity forfeited by Alliance Data Systems Corporation at the time of the spinoff as provided in the Employee Matters Agreement. The restrictions will lapse on 2,890 units on 2/16/2022, on 2,891 units on 2/16/2023 and on 2,980 units on 2/16/2024, subject to continued employment by the Reporting Person with the Issuer on the vesting dates.
( 4 )The total number of securities beneficially owned includes: (a) 9,037 unrestricted shares; (b) the replacement grant for 5,256 time-based restricted stock units; and (c) the replacement grant for 8,761 time-based restricted stock units.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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