CUSIP NO.
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39854F119
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1
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NAMES OF REPORTING PERSONS
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Tiga SVH Investments Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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74,891,409
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8
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SHARED VOTING POWER
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9
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SOLE DISPOSITIVE POWER
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74,891,409
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10
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SHARED DISPOSITIVE POWER
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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74,891,409
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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39.3%1
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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CUSIP NO.
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39854F119
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1
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NAMES OF REPORTING PERSONS
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Tiga Investments Pte. Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
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|
||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Singapore
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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74,891,409
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8
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SHARED VOTING POWER
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||||
9
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SOLE DISPOSITIVE POWER
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74,891,409
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|||
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||||
10
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SHARED DISPOSITIVE POWER
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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||
74,891,409
|
|
|
|||
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|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
☐
|
||
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||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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39.3%2
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||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
CO
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CUSIP NO.
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39854F119
|
1
|
NAMES OF REPORTING PERSONS
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G. Raymond Zage, III
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||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
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☐
|
||||
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|
||||
3
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SEC USE ONLY
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||
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||||
4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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||
PF
|
|
|
|||
|
|
||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
||
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|
||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Singapore
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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93,941,409
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|||
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||||
8
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SHARED VOTING POWER
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||
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|||
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|
||||
9
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SOLE DISPOSITIVE POWER
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|
|
||
93,941,409
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|
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|||
|
|
||||
10
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SHARED DISPOSITIVE POWER
|
|
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||
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|||
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
93,941,409
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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49.4%3
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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3 The percentage used herein is calculated based on 190,329,436 shares of the Issuer’s common stock, consisting of i) 173,524,360 shares of the Issuer’s Common Stock outstanding immediately following the Business Combination (as defined herein) reported on the Issuer’s Current Report on Form 8-K, filed on November 23, 2022, plus ii) 16,423,762 shares of the Issuer’s Common Stock issuable to the Reporting Persons (as defined herein), to the extent the Reporting Persons elect to exercise 16,423,762 warrants to purchase shares of the Issuer’s common stock held at a $11.50/share exercise price plus iii) 381,314 shares of the Issuer’s common stock issuable to the Reporting Persons, to the extent that the Reporting Persons elect to exercise an option to acquire 381,314 shares of the Issuer’s common stock (exercisable within 60 days of the Closing of the Business Combination (as set forth in Item 6 herein).
Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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Item 3. |
Source and Amount of Funds or Other Considerations
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Issuer
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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Item 7. |
Material to be Filed as Exhibits
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Exhibit
Number
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Description
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1
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Joint Filing Agreement, dated as of February 7, 2022, by and among Tiga Sponsor LLC, Tiga Investments Pte. Ltd., KAG Investments Private Limited, G. Raymond Zage, III and Ashish Gupta (incorporated by reference
to Exhibit 1 to the Schedule 13G/A filed on February 7, 2022, by Tiga Sponsor LLC, Tiga Investments Pte. Ltd., KAG Investments Private Limited, G. Raymond Zage, III and Ashish Gupta).
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Termination Agreement, dated as of November 28, 2022, by and among Tiga Investments Pte. Ltd., KAG Investments Private Limited, G. Raymond Zage, III and Ashish Gupta
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3
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Amended and Restated Registration Rights Agreement by and among Grindr Inc., Tiga Sponsor LLC, the independent directors of Tiga Acquisition Corp., and certain former stockholders of Grindr Group LLC, dated
November 18, 2022 (incorporated by reference to Exhibit 10.1 to the Issuer’s Form 8-K filed with the SEC on November 23, 2022).
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99.2 |
Option Agreement between Idoya Partners L.P., and Tiga Investments Pte. Ltd., dated December 10, 2020.
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TIGA SVH INVESTMENTS LIMITED
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By: /s/ G. Raymond Zage, III
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Name: G. Raymond Zage, III
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Title: Director
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TIGA INVESTMENTS PTE. LTD.
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By: /s/ G. Raymond Zage, III
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Name: G. Raymond Zage, III
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Title: Director
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G. RAYMOND ZAGE, III
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By: /s/ G. Raymond Zage, III
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Name: G. Raymond Zage, III
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Name and Position of
Officer or Director
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Principal Business Address
or Residence
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Principal Occupation or
Employment
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Citizenship
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G. Raymond Zage, III
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Ocean Financial Centre
Level 40, 10 Collyer Quay
Singapore, Singapore 049315
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Director of Tiga SVH Investments Limited
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Singapore
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G. Raymond Zage, III
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Ocean Financial Centre
Level 40, 10 Collyer Quay
Singapore, Singapore 049315
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Director of Tiga Investments Pte. Ltd.
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Singapore
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Ashish Gupta
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Ocean Financial Centre
Level 40, 10 Collyer Quay
Singapore, Singapore 049315
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Managing director of Tiga Investments Pte. Ltd.
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India
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