SEC FORM 4 SEC Form 4
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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checkbox unchecked Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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1. Name and Address of Reporting Person*
ABRAMS CAPITAL MANAGEMENT, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ContextLogic Holdings Inc. [ LOGC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director checkbox checked 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
checkbox checked Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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, par value $0.0001 per share 02/26/2026 P 1,758,794 A $7 18,269,534 I See footnotes(1)(2)(3)(4)(5)(6)(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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*
ABRAMS CAPITAL MANAGEMENT, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRAMS CAPITAL MANAGEMENT, LLC

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRAMS CAPITAL, LLC

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Abrams Capital Partners I, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Abrams Capital Partners II, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Riva Capital Management V, LLC

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Riva Capital Partners V, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Riva Capital Management VI, LLC

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Riva Capital Partners VI, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 21ST FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
Explanation of Responses:
1. Shares reported herein as beneficially owned represent 578,862 shares held by Abrams Capital Partners I, L.P. ("ACP I"), 7,897,244 shares held by Abrams Capital Partners II, L.P. ("ACP II"), 5,262,976 shares held by Riva Capital Partners V, L.P. ("Riva V") and 4,530,452 shares held by Riva Capital Partners VI, L.P. ("Riva VI", and, together with ACP I, ACP II and Riva V, collectively the "Abrams Funds"). Of the shares purchased on February 26, 2026 reported herein, 120,126 shares were purchased by ACP I and 1,638,668 shares were purchased by ACP II.
2. Abrams Capital, LLC ("AC LLC") is the general partner of ACP I and ACP II. As a result, AC LLC may be deemed to share voting and dispositive power with respect to the shares held by ACP I and ACP II.
3. Riva Capital Management V, LLC ("RCM V") is the general partner of Riva V. As a result, RCM V may be deemed to share voting and dispositive power with respect to the shares held by Riva V.
4. Riva Capital Management VI, LLC ("RCM VI") is the general partner of Riva VI. As a result, RCM VI may be deemed to share voting and dispositive power with respect to the shares held by Riva VI.
5. Abrams Capital Management, L.P. (the "LP") is the investment manager of each of the Abrams Funds and, in such capacity, manages the investment strategy and decision-making process with respect to investments held by the Abrams Funds. As a result, the LP may be deemed to share voting and dispositive power with respect to the shares held by the Abrams Funds.
6. Abrams Capital Management, LLC (the "LLC") is the general partner of the LP. As a result, the LLC may be deemed to share voting and dispositive power with respect to the shares held by the Abrams Funds.
7. Each reporting person disclaims beneficial ownership of the reported shares except to the extent of its pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
Abrams Capital Management, L.P., by Abrams Capital Management, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Abrams Capital Management, LLC, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Abrams Capital, LLC, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Abrams Capital Partners I, L.P., by Abrams Capital, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Abrams Capital Partners II, L.P., by Abrams Capital, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Riva Capital Management V, LLC, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Riva Capital Partners V, L.P., by Riva Capital Management V, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Riva Capital Management VI, LLC, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
Riva Capital Partners VI, L.P., by Riva Capital Management VI, LLC, its General Partner, by David C. Abrams, Managing Member /s/ David Abrams 02/26/2026
** 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).
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