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    SEC Form SC 13G/A filed by Tiga Acquisition Corp. (Amendment)

    2/14/23 12:41:01 PM ET
    $TINV
    Business Services
    Finance
    Get the next $TINV alert in real time by email
    SC 13G/A 1 d439054dsc13ga.htm SC 13G/A SC 13G/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    SCHEDULE 13G

    Under the Securities Exchange Act of 1934

    (Amendment No. __1)*

     

     

    Grindr Inc

    (Name of Issuer)

    Common Stock, par value $0.0001 per share

    (Title of Class of Securities)

    39854F101

    (CUSIP Number)

    December 31, 2022

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

    ☐ Rule 13d–1(b)

    ☒ Rule 13d–1(c)

    ☐ Rule 13d–1(d)

     

    *

    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

    The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Capital LP

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

      0

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

      0

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      IA


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Capital II LP

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

      0

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

      0

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      IA


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Capital Holding Corp.

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

      0

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

      0

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Capital Holding II LLC

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

      0

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

      0

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Capital Management, Inc.

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

      0

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

      0

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Master Fund, Ltd.

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Cayman Islands

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Special Funding, LP

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Cayman Islands

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor Credit Opportunities Master Fund, Ltd.

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Cayman Islands

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


    CUSIP No. 39854F101

     

      (1)    

      Names of reporting persons

     

      Sculptor SC II LP

      (2)  

      Check the appropriate box if a member of a group (see instructions)

     

      (a)  ☐        (b)  ☒

      (3)  

      SEC use only

     

      (4)  

      Citizenship or place of organization

     

      Delaware

    Number of

    shares

     beneficially 

    owned by

    each

    reporting

    person

    with:

       (5)    

      Sole voting power

     

       (6)  

      Shared voting power

     

      0

       (7)  

      Sole dispositive power

     

       (8)  

      Shared dispositive power

     

      0

      (9)    

      Aggregate amount beneficially owned by each reporting person

     

      0

    (10)  

      Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

     

    (11)  

      Percent of class represented by amount in Row (9)

     

      0.00%

    (12)  

      Type of reporting person (see instructions)

     

      CO


      •  

    Sculptor Capital LP (“Sculptor”), a Delaware limited partnership, is the principal investment manager to a number of private funds and discretionary accounts (collectively, the “Accounts”).

     

      •  

    Sculptor Capital II LP (“Sculptor-II”), a Delaware limited partnership that is wholly owned by Sculptor, also serves as the investment manager to certain of the Accounts. The Common Stock                reported in this Schedule 13G are held in the Accounts managed by Sculptor and Sculptor-II.

     

      •  

    Sculptor Capital Holding Corporation (“SCHC”), a Delaware corporation, serves as the general partner of Sculptor.

     

      •  

    Sculptor Capital Holding II LLC (“SCHC-II”), a Delaware limited liability company that is wholly owned by Sculptor, serves as the general partner of Sculptor-II.

     

      •  

    Sculptor Capital Management, Inc. (“SCU”), a Delaware limited liability company, is a holding company that is the sole shareholder of SCHC and the ultimate parent company of Sculptor and Sculptor-II.

     

      •  

    Sculptor Master Fund, Ltd. (“SCMF”) is a Cayman Islands company. Sculptor is the investment adviser to SCMF.

     

      •  

    Sculptor Special Funding, LP (“NRMD”) is a Cayman Islands exempted limited partnership that is wholly owned by SCMF.

     

      •  

    Sculptor Credit Opportunities Master Fund, Ltd. (“SCCO”) is a Cayman Islands company. Sculptor is the investment adviser to SCCO.

     

      •  

    Sculptor SC II LP (“NJGC”) is a Delaware limited partnership. Sculptor-II is the investment adviser to NJGC.

     

      •  

    The address of the principal business office of Sculptor, Sculptor-II, SCHC, SCHC-II, and SCU is 9 West 57 Street, 39 Floor, New York, NY 10019.

     

      •  

    The address of the principal business office of SCMF and SCCO is c/o State Street (Cayman) Trust, Limited, 1 Nexus Way—Suite #5203, PO Box 896, Helicona Courtyard, Camana Bay, Grand Cayman, KY1-1103, Cayman.


      •  

    The address of the principal business office of NRMD is c/o MaplesFS Limited, P.O. Box 1093, Queensgate House, Grand Cayman, KY1-1102, Cayman Islands.

     

      •  

    The address of the principal business office of NJGC is c/o The Corporation Trust Company 1209 Orange Street, Wilmington DE 19801.

    Item 1(a) Name of issuer:

    Grindr Inc, a Delaware corporation (the “Issuer”)

    Item 1(b) Address of issuer’s principal executive offices:

    750 N. San Vicente Blvd., Suite RE 1400

    West Hollywood, CA 90069

    2(a) Name of person filing:

    Sculptor Capital LP

    2(b) Address or principal business office or, if none, residence:

    9 West 57th Street, New York, New York 10019

    2(c) Citizenship:

    Delaware

    2(d) Title of class of securities:

    Common Stock, par value $0.0001 per share

    2(e) CUSIP No.: 39854F101    

     

    Item 3.

    If this statement is filed pursuant to §§240.13d–1(b) or 240.13d–2(b) or (c), check whether the person filing is a:

     

    (a)    ☐    Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)    ☐    Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)    ☐    Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)    ☐    Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a–8);
    (e)    ☐    An investment adviser in accordance with §240.13d–1(b)(1)(ii)(E);
    (f)    ☐    An employee benefit plan or endowment fund in accordance with §240.13d–1(b)(1)(ii)(F);
    (g)    ☐    A parent holding company or control person in accordance with §240.13d–1(b)(1)(ii)(G);
    (h)    ☐    A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)    ☐    A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a–3);
    (j)    ☐    A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
    (k)    ☐    Group, in accordance with §240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J), please specify the type of institution: ________________________________


    Item 4.

    Ownership

    Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

     

    (a)

    Amount beneficially owned: 0

     

    (b)

    Percent of class: 0.00%


    SCHEDULE 13G

     

    (c)

    Number of shares as to which the person has:

     

      (i)

    Sole power to vote or to direct the vote 0

     

      (ii)

    Shared power to vote or to direct the vote 0

     

      (iii)

    Sole power to dispose or to direct the disposition of 0

     

      (iv)

    Shared power to dispose or to direct the disposition of 0

    Sculptor and Sculptor-II serve as the principal investment managers to the Accounts and thus may be deemed beneficial owners of the Common Stock in the Accounts managed by Sculptor and Sculptor-II. SCHC-II serves as the sole general partner of Sculptor-II and is wholly owned by Sculptor. SCHC serves as the sole general partner of Sculptor. As such, SCHC and SCHC-II may be deemed to control Sculptor as well as Sculptor-II and, therefore, may be deemed to be the beneficial owners of the Common Stock reported in this Schedule 13G. SCU is the sole shareholder of SCHC, and, for purposes of this Schedule 13G, may be deemed a beneficial owner of the Common Stock reported herein.

    The percentages reported in this Schedule 13G have been calculated based on 173,524,360 Common Stock, per the Issuer’s Form 8-K filed November 23, 2022.

     

    Item 5.

    Ownership of 5 Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☐.

    Dissolution of a group requires a response to this item.

     

    Item 6.

    Ownership of More than 5 Percent on Behalf of Another Person.

    See Item 4.

     

    Item 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

    N/A

     

    Item 8.

    Identification and Classification of Members of the Group.

    See Item 4.

     

    Item 9.

    Notice of Dissolution of Group.

    N/A

     

    Item 10.

    Certifications

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect other than activities solely in connection with a nomination under §240.14a-11.


    Signatures

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

    Date: February 14, 2023       SCULPTOR CAPITAL LP
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR CAPITAL II LP
          By: Sculptor Capital Holding II LLC, its General Partner
          By: Sculptor Capital LP, its Member
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR CAPITAL HOLDING CORPORATION
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR CAPITAL HOLDING II LLC
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR CAPITAL MANAGEMENT, INC.
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR MASTER FUND, LTD.
          By: Sculptor Capital LP, its investment manager
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR SPECIAL FUNDING, LP
          By: Sculptor Capital LP, its investment manager
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR CREDIT OPPORTUNITIES MASTER FUND, LTD.
          By: Sculptor Capital LP, its Investment Manager
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
          SCULPTOR SC II LP
          By: Sculptor Capital II LP, its Investment Manager
          By: Sculptor Capital Holding II LLC, its General Partner
          By: Sculptor Capital LP, its Member
          By: Sculptor Capital Holding Corporation, its General Partner
          Signature: /s/ Wayne Cohen
          Name: Wayne Cohen
          Title: President and Chief Operating Officer
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    Leadership Updates

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    • Grindr Appoints George Arison as Chief Executive Officer and Vanna Krantz as Chief Financial Officer

      The social networking platform sets its go-forward leadership team ahead of public listing to continue and accelerate profitable growth The Board of Directors of Grindr (the "Board"), the #1 social network for the LGBTQ community, today announced that George Arison, one of the few openly gay public company CEOs in the US, has been named Grindr's new Chief Executive Officer effective October 19, 2022. Additionally, Vanna Krantz, former CFO of Disney Streaming Services, has been appointed Chief Financial Officer, effective September 26, 2022. This leadership announcement is part of a planned transition – originally announced along with the SPAC transaction in May – as Grindr prepares for its

      9/13/22 8:15:00 AM ET
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      Retail-Auto Dealers and Gas Stations
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    • Grindr Appoints George Arison as Chief Executive Officer and Vanna Krantz as Chief Financial Officer

      The social networking platform sets its go-forward leadership team ahead of public listing to continue and accelerate profitable growth The Board of Directors of Grindr (the "Board"), the #1 social network for the LGBTQ community, today announced that George Arison, one of the few openly gay public company CEOs in the US, has been named Grindr's new Chief Executive Officer effective October 19, 2022. Additionally, Vanna Krantz, former CFO of Disney Streaming Services, has been appointed Chief Financial Officer, effective September 26, 2022. This leadership announcement is part of a planned transition – originally announced along with the SPAC transaction in May – as Grindr prepares for its

      9/13/22 8:15:00 AM ET
      $SFT
      $TINV
      Retail-Auto Dealers and Gas Stations
      Consumer Discretionary
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    • Tiga Acquisition Corp. Announces Extension to Business Combination Deadline

      Tiga Acquisition Corp. (the "Company"), a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a "Business Combination"), announced today that it has approved an extension of the time period to consummate a Business Combination, in accordance with Article 49.8 of the Company's Amended and Restated Memorandum and Articles of Association, to and including November 27, 2022. In connection therewith, the Company has also approved the issuance and sale of, to Tiga Sponsor LLC (the "Sponsor"), an additional 2,760,000 private placement warrants at $1.00 per w

      5/23/22 3:00:00 AM ET
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      Business Services
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    • Tiga Acquisition Corp. Announces Receipt of Deposit Proceeds From Private Placement Warrants

      Tiga Acquisition Corp. (the "Company"), announced today that on November 23, 2021 it issued and sold to Tiga Sponsor LLC 2,760,000 private placement warrants at $1.00 per warrant for an aggregate purchase price of US$2,760,000 (the "Proceeds"), and that such Proceeds were placed on deposit in the Company's Trust Account on November 22, 2021. Each warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to

      11/24/21 11:01:00 AM ET
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    • Arison George bought $24,818 worth of shares (2,937 units at $8.45) and gifted 100,000 shares, decreasing direct ownership by 3% to 3,385,453 units (SEC Form 4)

      4 - Grindr Inc. (0001820144) (Issuer)

      12/15/23 5:21:24 PM ET
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    • Mehta-Krantz Vandana covered exercise/tax liability with 24,563 shares, decreasing direct ownership by 3% to 764,718 units (SEC Form 4)

      4 - Grindr Inc. (0001820144) (Issuer)

      12/13/23 4:41:32 PM ET
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    • Zage George Raymond Iii bought $624,000 worth of shares (80,000 units at $7.80), increasing direct ownership by 1% to 5,700,000 units (SEC Form 4) (Amendment)

      4/A - Grindr Inc. (0001820144) (Issuer)

      12/11/23 4:47:48 PM ET
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    SEC Filings

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    • SEC Form EFFECT filed by Tiga Acquisition Corp.

      EFFECT - Grindr Inc. (0001820144) (Filer)

      1/5/24 12:15:11 AM ET
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    • SEC Form EFFECT filed by Tiga Acquisition Corp.

      EFFECT - Grindr Inc. (0001820144) (Filer)

      12/6/23 12:15:08 AM ET
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    • Tiga Acquisition Corp. filed SEC Form 8-K: Leadership Update

      8-K - Grindr Inc. (0001820144) (Filer)

      12/5/23 4:05:33 PM ET
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      Business Services
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