GCM Grosvenor Form 4: 517,199 New Common-Share Equivalent from Preferred Dividend
Rhea-AI Filing Summary
The reporting persons disclosed on Form 4 that on 09/30/2025 they received a dividend on 160,000 shares of Series B Convertible Junior Preferred Stock of FTAI Infrastructure Inc. that increased the stated value of those preferred shares. That dividend is a quarterly compounding regular dividend equal to 10% per annum for the preceding quarter and resulted in an increase in the number of common shares into which the Series B Preferred Stock is convertible. As of the report date, the Series B Preferred Stock held in the aggregate by the reporting persons is convertible into 20,755,365 shares of common stock; the dividend produced an incremental 517,199 additional common-share equivalence. The securities are held directly by LIF AIV and Labor Impact Fund and indirectly by affiliated entities and individuals listed in the filing.
Positive
- 160,000 Series B preferred shares received a dividend that compounds quarterly at 10% per annum
- Dividend increased convertible common-share equivalence by 517,199 shares
Negative
- None.
Insights
Form 4 records a dividend-driven increase in Series B preferred conversion into common shares.
The filing shows a 10% per annum quarterly compounding dividend credited on 160,000 Series B preferred shares on 09/30/2025, which increased the stated value and raised the convertible common-share equivalent by 517,199 shares.
This brings the total convertible amount held by the reporting group to 20,755,365 common shares, a concrete metric investors can use to assess potential future conversion activity and share count changes. The securities are held directly by two partnerships and indirectly by a chain of affiliated entities and an individual who disclaims beneficial ownership except for pecuniary interest.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Series B Preferred Stock | 0 | $0.00 | -- |
Footnotes (1)
- Consists of Series B Convertible Junior Preferred Stock (the "Series B Preferred Stock") of FTAI Infrastructure Inc. (the "Issuer") held by LIF AIV 1, L.P. ("LIF AIV") and Labor Impact Fund, L.P. ("Labor Impact Fund"). Each share of Series B Preferred Stock is convertible at any time at the option of the holder into a number of shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer equal to the quotient of the Liquidation Value (as defined in the Certificate of Designations governing the Series B Preferred Stock) in effect at the time of conversion divided by the Conversion Price (each as defined in the Certificate of Designations governing the Series B Preferred Stock). LIF AIV and Labor Impact Fund received a dividend on 160,000 shares of Series B Preferred Stock owned by LIF AIV and Labor Impact Fund on the dividend record date by way of an increase in the Stated Value of such Series B Preferred Stock. Such dividend represents a quarterly compounding regular dividend equal to 10% per annum with respect to the immediately preceding quarter in accordance with the terms of the certificate of designations governing the Series B Preferred Stock. Represents the additional number of shares of Common Stock into which the Series B Preferred Stock owned by LIF AIV and Labor Impact Fund is convertible as a result of the dividend. As of the date hereof, the Series B Preferred Stock owned in the aggregate by LIF AIV and Labor Impact Fund is convertible into a total of 20,755,365 shares of Common Stock. The shares of Series B Preferred Stock reported herein are held directly by LIF AIV and Labor Impact Fund, and indirectly by: (i) GCM Investments GP, LLC ("GCM GP") as the general partner of each of LIF AIV and Labor Impact Fund; (ii) Grosvenor Capital Management Holdings, LLLP ("Grosvenor Capital Holdings") as the sole member of GCM GP; (iii) GCM Grosvenor Holdings, LLC ("GCM Holdings") as the general partner of Grosvenor Capital Holdings; (iv) GCM Grosvenor Inc. ("GCM Grosvenor") as the sole member of GCM Holdings; (v) GCM V, LLC ("GCM V") as a shareholder of GCM Grosvenor; and (vi) Michael J. Sacks, as the manager of GCM V (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock underlying the Series B Preferred Stock except to the extent of its or his pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
