Ownership Submission
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FORM 4
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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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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Santillan Laura
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2. Issuer Name and Ticker or Trading Symbol
Loyalty Ventures Inc. [LYLT]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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SVP, Chief Accounting Officer /
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(Last)
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(First)
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(Middle)
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7500 DALLAS PARKWAY, SUITE 700
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3. Date of Earliest Transaction (Month/Day/Year)
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Santillan Laura
7500 DALLAS PARKWAY, SUITE 700
PLANO, TX75024
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SVP, Chief Accounting Officer
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Signatures
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Cynthia L. Hageman, Attorney in Fact
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2021-12-07
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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The award for 5,256 shares of common stock represented by time-based restricted stock units is a replacement for equity forfeited by Alliance Data Systems Corporation at the time of the spinoff as provided in the Employee Matters Agreement. The restrictions will lapse on all 5,256 units on 2/16/2024, subject to continued employment by the Reporting Person with the Issuer on the vesting date.
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(2)
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The total number of securities beneficially owned includes 9,037 unrestricted shares resulting from the spinoff distribution by Alliance Data Systems Corporation on November 5, 2021.
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(3)
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The award for 8,761 shares of common stock represented by time-based restricted stock units is a replacement for equity forfeited by Alliance Data Systems Corporation at the time of the spinoff as provided in the Employee Matters Agreement. The restrictions will lapse on 2,890 units on 2/16/2022, on 2,891 units on 2/16/2023 and on 2,980 units on 2/16/2024, subject to continued employment by the Reporting Person with the Issuer on the vesting dates.
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(4)
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The total number of securities beneficially owned includes: (a) 9,037 unrestricted shares; (b) the replacement grant for 5,256 time-based restricted stock units; and (c) the replacement grant for 8,761 time-based restricted stock units.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
