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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 2/15/24 |
Not Subject to Section 16: 1 |
Issuer: |
| Issuer CIK: 1070235 |
| Issuer Name: BLACKBERRY Ltd |
| Issuer Trading Symbol: BB |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 938869 |
| | Owner Name: WATSA V PREM ET AL |
| Reporting Owner Address: |
| | Owner Street 1: 95 WELLINGTON STREET WEST |
| | Owner Street 2: SUITE 800 |
| | Owner City: TORONTO |
| | Owner State: A6 |
| | Owner ZIP Code: M5J 2N7 |
| | Owner State Description: ONTARIO, CANADA |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Former Director and 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 915191 |
| | Owner Name: FAIRFAX FINANCIAL HOLDINGS LTD/ CAN |
| Reporting Owner Address: |
| | Owner Street 1: 95 WELLINGTON STREET WEST |
| | Owner Street 2: SUITE 800 |
| | Owner City: TORONTO |
| | Owner State: A6 |
| | Owner ZIP Code: M5J 2N7 |
| | Owner State Description: ONTARIO, CANADA |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Former Director and 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1275993 |
| | Owner Name: SECOND 1109 HOLDCO LTD. |
| Reporting Owner Address: |
| | Owner Street 1: 95 WELLINGTON STREET WEST |
| | Owner Street 2: SUITE 800 |
| | Owner City: TORONTO |
| | Owner State: A6 |
| | Owner ZIP Code: M5J 2N7 |
| | Owner State Description: ONTARIO, CANADA |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Former Director and 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1217251 |
| | Owner Name: SIXTY TWO INVESTMENT CO LTD |
| Reporting Owner Address: |
| | Owner Street 1: 1600 CATHEDRAL PLACE |
| | Owner Street 2: 925 WEST GEORGIA ST. |
| | Owner City: VANCOUVER |
| | Owner State: A1 |
| | Owner ZIP Code: V6C 3L3 |
| | Owner State Description: BRITISH COLUMBIA, CANADA |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Former Director and 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1275984 |
| | Owner Name: FFHL GROUP LTD |
| Reporting Owner Address: |
| | Owner Street 1: 95 WELLINGTON STREET WEST |
| | Owner Street 2: SUITE 800 |
| | Owner City: TORONTO |
| | Owner State: A6 |
| | Owner ZIP Code: M5J 2N7 |
| | Owner State Description: ONTARIO, CANADA |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Former Director and 10% Owner |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Shares |
| | Transaction Date: |
| | | Value: 2/15/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 296,571 |
| | | Transaction Price Per Share: |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 296,571 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F3 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Shares |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 129,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F3 |
| Footnote ID: F4 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Shares |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 46,724,700 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F3 |
| Footnote ID: F5 |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: 1.75% Extendable Convertible Unsecured Debentures |
| | Conversion or Exercise Price: |
| | | Footnote ID: F6 |
| | Transaction Date: |
| | | Value: 2/15/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1 |
| | | Transaction Price Per Share: |
| Value: 150,000,000 |
| Footnote ID: F6 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Footnote ID: F6 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Shares |
| | | Underlying Security Shares: |
| Value: 25,000,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F3 |
| Footnote ID: F5 |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Deferred Share Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F2 |
| | Transaction Date: |
| | | Value: 2/15/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 14,874 |
| | | Transaction Price Per Share: |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Footnote ID: F2 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Shares |
| | | Underlying Security Shares: |
| Value: 14,874 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 296,571 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F3 |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Deferred Share Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F2 |
| | Transaction Date: |
| | | Value: 2/15/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 296,571 |
| | | Transaction Price Per Share: |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Footnote ID: F2 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Shares |
| | | Underlying Security Shares: |
| Value: 296,571 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F3 |
Footnotes: |
| Footnote - F1: In connection with the cessation of the Reporting Person's service as a director of the Issuer, the Reporting Person received Common Shares in settlement of outstanding Deferred Share Units ("DSUs"). |
| Footnote - F2: The DSUs are held directly and solely by Mr. Watsa and were received in connection with service as a director of the Issuer. Each DSU is the economic equivalent of one common share. |
| Footnote - F3: Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that other Reporting Persons are beneficial owners of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act. |
| Footnote - F4: These securities are held by The Second 810 Holdco Ltd ("810 Holdco"). Mr. Watsa is the controlling person of 810 Holdco. |
| Footnote - F5: These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. Mr. Watsa is the CEO and controlling person of Fairfax Financial Holdings Limited through the other Reporting Persons. |
| Footnote - F6: The 1.75% extendable convertible unsecured debentures (the "Debentures") were repaid at par upon maturity by the Issuer. The Debentures had a maturity date of February 15, 2024 and were convertible at any time into common shares of the Issuer at an initial conversion price of $6.00 per common share (for a total value of $150,000,000, which was inadvertently stated as $150,000 in the Form 4 filed on November 15, 2023 (as was the $330,000 stated in the same Form 4, which should have read $330,000,000), both of which amounts are deemed amended by the filing of this Form 4), subject to adjustments in accordance with the terms of such Debentures. None of the Debentures were converted into common shares of the Issuer prior to repayment. |
Owner Signature: |
| Signature Name: /s/ V. Prem Watsa |
| Signature Date: 2/20/24 |
Owner Signature: |
| Signature Name: /s/ Peter Clarke, President and COO, on behalf of Fairfax Financial Holdings Ltd. |
| Signature Date: 2/20/24 |
Owner Signature: |
| Signature Name: /s/ V. Prem Watsa, President, on behalf of The Second 1109 Holdco Ltd. |
| Signature Date: 2/20/24 |
Owner Signature: |
| Signature Name: /s/ V. Prem Watsa, President, on behalf of The Sixty Two Investment Company Limited |
| Signature Date: 2/20/24 |
Owner Signature: |
| Signature Name: /s/ V. Prem Watsa, President, on behalf of FFHL Group Ltd |
| Signature Date: 2/20/24 |