| 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 |
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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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Playtika Holding Corp. [ PLTK ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 01/20/2021 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 01/20/2021 | S | 61,406,500 | D | $27 | 316,593,500 | I | Indirect(1)(2)(3)(4) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. These securities are held of record by Playtika Holding UK II Limited ("PHUKII"). PHUKII is wholly-owned by Alpha Frontier Limited ("Alpha"). Chongqing Cibi Business Information Consultancy Co., Ltd. ("Chongqing") owns all Class B ordinary shares and 42.04% of the Class A ordinary shares of Alpha. The Class B ordinary shares of Alpha are the sole class of ordinary shares of Alpha with voting and dispositive power over the equity interests of PHUKII held by Alpha. 100% economic rights of Chongqing Cibi are wholly-owned by Shanghai Jukun Network Technology Co., Ltd. ("Shanghai Jukun"). |
| 2. Giant Network Group Co., Ltd. ("Giant") directly owns 48.81% of the economic interests of Shanghai Jukun, and Shanghai Judao Network Technology Co., Ltd., a wholly-owned subsidiary of Giant, directly owns 0.19% of the economic interests of Shanghai Jukun. Giant Investment Co., Ltd. ("Giant Investment") owns 51.0% of the economic interests of Shanghai Jukun and 27.87% of the economic interests of Giant through its wholly-owned subsidiary Shanghai Giant Investment Management Co., Ltd.. Yuzhu Shi owns 97.86% of the economic interests of Giant Investment and indirectly owns 44.32% of Alpha through Giant Investment and entities controlled by it. |
| 3. Hazlet Global Limited ("Hazlet") owns 31.95% of economic interests of Alpha. Hazlet is wholly-owned by Equal Sino Limited, which is in turn wholly owned by Jing Shi, Yuzhu Shis daughter. |
| 4. Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. |
| Remarks: |
| /s/ Tian Lin, attorney-in-fact for Alpha Frontier Ltd. | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Chongqing Cibi Business Information Consultancy Co Ltd. | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Equal Sino Ltd | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Giant Network Group Co. Ltd | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Hazlet Global Ltd | 01/22/2021 | |
| Tian Lin, attorney-in-fact for Playtika Holding UK II Ltd | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Jing Shi | 01/22/2021 | |
| /s/ Tian Lin, attorney-in-fact for Yuzhu Shi | 01/22/2021 | |
| ** 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). | ||
| 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. | ||
