Abrams funds lift ContextLogic (NASDAQ: LOGC) stake with 1.76M-share open-market buy

Rhea-AI Filing Summary

ContextLogic Holdings Inc. insider David C. Abrams, a director and more than 10% owner, reported an indirect open-market purchase of 1,758,794 shares of common stock at $7.00 per share through investment funds he manages. Following this transaction, entities associated with Abrams held a total of 18,269,534 shares indirectly.

According to the filing, 120,126 shares were purchased by Abrams Capital Partners I, L.P. and 1,638,668 shares were purchased by Abrams Capital Partners II, L.P. Abrams may be deemed to share voting and dispositive power over shares held by the Abrams Funds but disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Equity ownership analyst

A major shareholder, via funds he manages, increased an already large indirect stake through a sizable open-market purchase.

The filing shows entities associated with David C. Abrams bought 1,758,794 shares of ContextLogic Holdings Inc. common stock at $7.00 per share in the open market. These purchases were executed by Abrams Capital Partners I, L.P. and Abrams Capital Partners II, L.P.

After these transactions, the Abrams-related funds together held 18,269,534 shares indirectly. The disclosure notes Abrams may be deemed to share voting and dispositive power through his roles with the general partners and investment manager, while formally disclaiming beneficial ownership beyond his pecuniary interest.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Abrams David C

(Last) (First) (Middle)

222 BERKELEY STREET, 21ST FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ContextLogic Holdings Inc. [ LOGC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, par value $0.0001 per share	02/26/2026		P		1,758,794	A	$7	18,269,534	I	See footnotes(1)(2)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Shares reported herein beneficially owned represent 578,862 shares held by Abrams Capital Partners I, L.P. ("ACP I"), 7,897,244 shares held by Abrams Capital Partners II, L.P. ("ACP II"), 5,262,976 shares held by Riva Capital Partners V, L.P. ("Riva V") and 4,530,452 shares held by Riva Capital Partners VI, L.P. ("Riva VI", and, together with ACP I, ACP II and Riva V, collectively the "Abrams Funds"). Of the shares purchased on February 26, 2026 reported herein, 120,126 shares were purchased by ACP I and 1,638,668 shares were purchased by ACP II.

2. The Reporting Person is the managing member of (i) Abrams Capital, LLC, which is the general partner of each of ACP I and ACP II, (ii) Riva Capital Management V, LLC, which is the general partner of Riva V, and (iii) Riva Capital Management VI, LLC, which is the general partner of Riva VI. In addition, the Reporting Person is the managing member of Abrams Capital Management, LLC, which is the general partner of Abrams Capital Management, L.P., which is the investment manager of each of the Abrams Funds. As a result of the relationships described in this footnote, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by each of the Abrams Funds. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

	/s/ David Abrams	02/26/2026
	** 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 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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FAQ

What insider transaction did LOGC disclose involving David C. Abrams?

ContextLogic Holdings Inc. disclosed that entities associated with director and major shareholder David C. Abrams bought 1,758,794 LOGC common shares in the open market at $7.00 per share. These purchases significantly increased the Abrams Funds’ indirect ownership position in the company.

Who actually purchased the LOGC shares reported for David C. Abrams?

The LOGC shares were purchased by investment funds Abrams oversees, not personally. Abrams Capital Partners I, L.P. bought 120,126 shares and Abrams Capital Partners II, L.P. bought 1,638,668 shares, with Abrams connected through general partner and investment manager roles described in the filing.

How many LOGC shares are indirectly held by Abrams-related funds after the purchase?

After the reported transaction, Abrams-related entities indirectly held 18,269,534 shares of LOGC common stock. This total reflects the combined holdings of Abrams Capital Partners I, Abrams Capital Partners II, Riva Capital Partners V, and Riva Capital Partners VI as described in the filing footnotes.

What price did the Abrams funds pay for the newly acquired LOGC shares?

The Abrams funds acquired the new LOGC common shares at a purchase price of $7.00 per share. All 1,758,794 shares reported in the transaction were bought in open-market purchases at this stated price, according to the Form 4 disclosure details.

Does David C. Abrams claim full beneficial ownership of the LOGC shares?

David C. Abrams does not claim full beneficial ownership of all LOGC shares held by the Abrams Funds. The filing states he may be deemed to share voting and dispositive power, but he expressly disclaims beneficial ownership beyond his pecuniary interest in the underlying securities.

Are the LOGC shares held directly or indirectly by David C. Abrams?

The LOGC shares reported are held indirectly through multiple investment funds. The Form 4 marks ownership as indirect and explains that Abrams’ connection is through his roles at the general partners and the investment manager for Abrams Capital Partners and Riva Capital Partners funds.