LIF Form 4: Director James Synge Disposes of CDI-Converted Shares
Rhea-AI Filing Summary
Life360, Inc. (LIF) director James Synge reported multiple open-market dispositions of common stock equivalents tied to Australian CDIs between August 15 and August 18, 2025. The filings show sales of 24,919 and 81 common-stock-equivalent shares on August 15 at weighted average prices of $84.23 and $85.25 respectively, and a further 25,000 shares on August 18 at a weighted average price of $85.80, reflecting conversions from CDIs using a 1:3 ratio and AUD-to-USD exchange rates. After these transactions the reporting person directly held 194,754 common shares and indirectly held 3,966 shares through ICCA Labs, LLC, and the reported holdings include 2,810 unvested restricted stock units.
Positive
- Comprehensive disclosure of CDI conversions, FX rates, weighted-average prices, and indirect holdings provides transparency for investors
- Significant retained ownership after sales: 194,754 direct shares plus 3,966 indirect shares and 2,810 restricted stock units remain reported
Negative
- Material dispositions of approximately 49, ...000 common-share equivalents executed between August 15 and August 18, 2025, which reduce the reporting person's direct stake
- Multiple sale transactions at varying prices ($83.91 to $86.22 range) introduce variability in average proceeds and timing
Insights
TL;DR: Director sold roughly 50,000 common-share equivalents at ~$84–$86, but retains significant direct and indirect stake including RSUs.
The Form 4 discloses routine insider dispositions executed on the ASX via CDIs and converted to common-stock equivalents. The sales occurred across multiple transactions at weighted average prices of $84.23, $85.25, and $85.80, using specified conversion and FX rates. Post-sale ownership remains material at 194,754 direct shares plus 3,966 indirect and 2,810 restricted units, which limits the immediate governance impact. This is a compliance disclosure of executed sales rather than a strategic change in ownership.
TL;DR: Disclosure follows Section 16 reporting rules; sales were processed through ASX CDIs and properly explained in footnotes.
The filing includes clear explanations about the CDI-to-common conversion (1:3), exchange rates used, weighted-average pricing ranges, and the reporting persons indirect holdings via an investment vehicle. The inclusion of restricted stock units and the disclaimer of beneficial ownership for certain indirect holdings are appropriate for transparency. There is no indication of a change in board status; filings indicate continued director relationship with the issuer.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common stock | 25,000 | $85.80 | $2.15M |
| Sale | Common stock | 24,919 | $84.23 | $2.10M |
| Sale | Common stock | 81 | $85.25 | $7K |
| holding | Common stock | -- | -- | -- |
Footnotes (1)
- The sale being reported on this Form 4 is the sale of Chess Depositary Interests ("CDIs") as converted on a 1:3 common stock to CDI ratio. The CDIs were traded on the Australian Securities Exchange (the "ASX") and were held by CHESS Depositary Nominees Pty, Limited, a subsidiary of ASX Limited, the company that operates the ASX. Reflects the number of common stock equivalent shares underlying the CDIs sold on the ASX. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.91 to $84.85, inclusive, per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 3. Reflects the weighted average sale price of the CDIs sold, as converted to USD by multiplying the amount by 3, based on the 3:1 conversion ratio for CDIs to common stock, and then multiplying by the exchange rate of 0.6505 in effect at the time of the sale as published by the Reserve Bank of Australia. Includes the number of common stock underlying CDIs as converted on a 1:3 common stock to CDI ratio. The CDIs are traded on the ASX and are held by CHESS Depositary Nominees Pty, Limited, a subsidiary of ASX Limited, the company that operates the ASX. Includes 2,810 restricted stock units previously granted, each of which represents a contingent right to receive one share of the Issuer's common stock upon vesting. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.36 to $86.22, inclusive, per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 7. Reflects the weighted average sale price of the CDIs sold, as converted to USD by multiplying the amount by 3, based on the 3:1 conversion ratio for CDIs to common stock, and then multiplying by the exchange rate of 0.652 in effect at the time of the sale as published by the Reserve Bank of Australia. The Reporting Person has shared investment control over Carthona Capital FS Pty Ltd. ("Carthona Capital"). Carthona Capital is a member of ICCA Labs, LLC, an entity that holds an aggregate of 8,219 shares of the Issuer's common stock. The number of shares held as reported herein represents Carthona Capital's proportionate ownership interest in ICCA Labs, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
