FiscalNote director-linked entities restructure holdings
FiscalNote Holdings director Key Compton reported updated holdings of Class A Common Stock tied to entities he helps manage.
Rhea-AI Filing Summary
FiscalNote Holdings director Key Compton reported updated holdings of Class A Common Stock tied to entities he helps manage. An entity restructuring recorded as an "other" transaction moved 431,394 shares at a price of $0.00 per share, as an in-kind distribution from GPO FN Noteholder, LLC to Urgent Capital LLC under a profits interest. After this change, one indirect account shows 431,516 shares held, while separate entries show 46,264 shares held directly and 15,335 shares held indirectly. Footnotes state that Urgent Capital LLC and Global Public Offering Master Fund, L.P. beneficially own the indirect shares, and Compton may be deemed to share voting and dispositive power through his role at Urgent International Inc.
Positive
- None.
Negative
- None.
Insider Trade Summary
Other: 431,394 shares
Other
3 txns
Insider
Compton Key
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock | 431,394 | $0.00 | $0.00 |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 446,851 shares (Indirect, See Footnote);
Class A Common Stock — 46,264 shares (Direct)
Footnotes (3)
- F1. Distribution from GPO FN Noteholder, LLC to Urgent Capital LLC as an in-kind payment pursuant to a profits interest in GPO FN Noteholder, LLC held by Urgent Capital LLC.
- F2. The shares are beneficially owned by Urgent Capital LLC. The Reporting Person is a managing director of Urgent International Inc., which is the owner and operator of Urgent Capital LLC. As such, the Reporting Person may be deemed to have voting and dispositive power over the shares held by Urgent Capital LLC.
- F3. The shares are beneficially owned by Global Public Offering Master Fund, L.P ("GPO Master Fund"). The Reporting Person is a managing director of Urgent International Inc., which is the owner and operator of GPO Master Fund and its affiliated entities and the investment advisor for GPO Master Fund. As such, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GPO Master Fund.
Key Figures
Restructuring shares: 431,394 shares
Indirect holding after restructuring: 431,516 shares
Direct holding: 46,264 shares
+3 more
6 metrics
Restructuring shares
431,394 shares
Other transaction (code J) in-kind distribution of Class A Common Stock
Indirect holding after restructuring
431,516 shares
Class A Common Stock indirectly held following J-code transaction
Direct holding
46,264 shares
Class A Common Stock held directly after reported transactions
Additional indirect holding
15,335 shares
Class A Common Stock held indirectly in a separate account
Transaction price
$0.00 per share
Price for the 431,394-share restructuring transaction
Restructuring share count
431,394 shares
Classified as restructuringShares in transaction summary
Key Terms
profits interest, beneficially owned, dispositive power, in-kind payment, +1 more
5 terms
profits interest financial
"as an in-kind payment pursuant to a profits interest in GPO FN Noteholder, LLC"
beneficially owned financial
"The shares are beneficially owned by Urgent Capital LLC."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
dispositive power financial
"may be deemed to have voting and dispositive power over the shares"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
in-kind payment financial
"as an in-kind payment pursuant to a profits interest"
other acquisition or disposition financial
"transaction_code_description": "Other acquisition or disposition""
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider activity did FiscalNote (NOTE) report in this Form 4/A?
The filing reports an internal restructuring transaction moving 431,394 FiscalNote Class A shares as an in-kind distribution between related entities, plus updated direct and indirect share holdings for entities associated with director Key Compton.
What are Key Compton’s direct FiscalNote (NOTE) holdings after the transactions?
After the reported transactions, an entry for Key Compton shows 46,264 FiscalNote Class A Common Stock shares held directly. This is separate from additional indirect holdings attributed to related investment entities in the same filing.
What indirect FiscalNote (NOTE) holdings are associated with Urgent Capital LLC?
One indirect entry shows 431,516 FiscalNote Class A shares held following the in-kind distribution to Urgent Capital LLC. Footnotes state Urgent Capital LLC beneficially owns these shares, with Compton potentially having voting and dispositive power through Urgent International Inc.
Does the Form 4/A show open-market buying or selling of FiscalNote (NOTE) stock?
The filing does not show open-market purchases or sales. Instead, it records an "other" transaction classified as an internal restructuring, plus holding entries that update direct and indirect FiscalNote Class A share positions for related entities.
AI-generated analysis. How Rhea-AI works. Not financial advice.
