SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*| ABRAMS CAPITAL MANAGEMENT, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/26/2026
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3. Issuer Name and Ticker or Trading Symbol
ContextLogic Holdings Inc.
[ LOGC ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
| 1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Common Stock, par value $0.0001 per share |
16,510,740 |
I |
See footnotes
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*| ABRAMS CAPITAL MANAGEMENT, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
|
Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| ABRAMS CAPITAL MANAGEMENT, LLC |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
|
Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Abrams Capital Partners I, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Abrams Capital Partners II, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Riva Capital Management V, LLC |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Riva Capital Partners V, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Riva Capital Management VI, LLC |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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1. Name and Address of Reporting Person*| Riva Capital Partners VI, L.P. |
| 222 BERKELEY STREET, 21ST FLOOR |
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(Street)
Relationship of Reporting Person(s) to Issuer
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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| Explanation of Responses: |
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Abrams Capital Management, L.P., by Abrams Capital Management, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Abrams Capital Management, LLC, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Abrams Capital, LLC, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Abrams Capital Partners I, L.P., by Abrams Capital, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Abrams Capital Partners II, L.P., by Abrams Capital, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Riva Capital Management V, LLC, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Riva Capital Partners V, L.P., by Riva Capital Management V, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Riva Capital Management VI, LLC, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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Riva Capital Partners VI, L.P., by Riva Capital Management VI, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams |
02/26/2026 |
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** Signature of Reporting Person |
Date |
| 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
5
(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). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |