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Ownership Document
|
| Schema Version: X0306 |
| Document Type: 4 |
| Period of Report: 8/14/20 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1698991 |
| Issuer Name: Accel Entertainment, Inc. |
| Issuer Trading Symbol: ACEL |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1794156 |
| | Owner Name: Rubenstein Andrew H. |
| Reporting Owner Address: |
| | Owner Street 1: C/O ACCEL ENTERTAINMENT, INC. |
| | Owner Street 2: 140 TOWER DRIVE |
| | Owner City: BURR RIDGE |
| | Owner State: IL |
| | Owner ZIP Code: 60527 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: CEO and President |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A-1 Common Stock |
| | Transaction Date: |
| | | Value: 8/14/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 56,016 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 4,329,823 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A-1 Common Stock |
| | Transaction Date: |
| | | Value: 8/14/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 63,230 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 4,286,146 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F2 |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Warrants |
| | Conversion or Exercise Price: |
| | | Value: 11.50 |
| | Transaction Date: |
| | | Value: 8/14/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 224,066 |
| | | Transaction Price Per Share: |
| Value: 0.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Value: 11/20/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A-1 Common Stock |
| | | Underlying Security Shares: |
| Value: 224,066 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Warrants |
| | Conversion or Exercise Price: |
| | | Value: 11.50 |
| | Transaction Date: |
| | | Value: 8/14/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 252,922 |
| | | Transaction Price Per Share: |
| Value: 0.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Value: 11/20/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A-1 Common Stock |
| | | Underlying Security Shares: |
| Value: 252,922 |
| | 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: F2 |
| Footnotes: |
| Footnote - F1: Under the terms of the offer, dated as of July 14, 2020, by and between the Issuer and holders of warrants (the "Accel Warrants"), the Issuer granted a right to receive 0.250 shares of Class A-1 Common Stock in exchange for every outstanding Accel Warrant of the Company tendered by the holder and exchanged pursuant to the offer. |
| Footnote - F2: Securities are held by Harry R, LLC, of which the Reporting Person is the sole Member. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| Footnote - F3: The warrants will become exercisable 30 days after the closing of the business combination contemplated by the Transaction Agreement (the "Closing"). The Issuer is required to use its best efforts to file with the U.S. Securities and Exchange Commission, within 15 business days of the Closing, a registration statement for the registration of Class A-1 Common Stock issuable upon exercise of the warrants. |
| Remarks: |
| Owner Signature: |
| Signature Name: /s/ Derek Harmer, Attorney-in-fact for Andrew Rubenstein |
| Signature Date: 8/18/20 |
