4//SEC Filing
AEG Holdings, LLC 4
Accession 0000899243-19-008541
CIK 0001758057other
Filed
Mar 19, 8:00 PM ET
Accepted
Mar 20, 4:30 PM ET
Size
10.8 KB
Accession
0000899243-19-008541
Insider Transaction Report
Form 4
Gores Alec E
Director
Transactions
- Disposition to Issuer
Class F Common Stock
2019-03-18−390,625→ 4,962,500 total(indirect: See Footnote)→ Class A Common Stock (390,625 underlying)
AEG Holdings, LLC
Director
Transactions
- Disposition to Issuer
Class F Common Stock
2019-03-18−390,625→ 4,962,500 total(indirect: See Footnote)→ Class A Common Stock (390,625 underlying)
Footnotes (3)
- [F1]Pursuant to the Amended and Restated Certificate of Incorporation of Gores Metropoulos, Inc. (the "Issuer"), shares of Class F common stock, par value $0.0001 per share (the "Class F Shares") have no expiration date and (i) are convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-228739).
- [F2]Consists of the Reporting Persons' (as defined below) pecuniary interest in 390,625, or 50%, of the aggregate of 781,250 shares of Class F common stock forfeited by Gores Metropoulos Sponsor LLC ("Sponsor"), of which AEG Holdings, LLC ("AEG") is a managing member. The Sponsor forfeited the 781,250 shares of Class F common stock to the Issuer for no consideration, which was exempted pursuant to Rule 16b-3(e), in connection with the election of the underwriters of the Issuer's initial public offering not to exercise the remaining unused portion of the over-allotment option.
- [F3]Alec Gores is the managing member of AEG (and together with AEG, the "Reporting Persons"). Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
Issuer
Gores Metropoulos, Inc.
CIK 0001758057
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001694360
Filing Metadata
- Form type
- 4
- Filed
- Mar 19, 8:00 PM ET
- Accepted
- Mar 20, 4:30 PM ET
- Size
- 10.8 KB