4//SEC Filing
Gores Sponsor III LLC 4
Accession 0000899243-20-004032
CIK 0001720821other
Filed
Feb 10, 7:00 PM ET
Accepted
Feb 11, 4:53 PM ET
Size
28.3 KB
Accession
0000899243-20-004032
Insider Transaction Report
Form 4
Gores Sponsor III LLC
Director10% Owner
Transactions
- Award
Warrants to Purchase Shares of Class A Common Stock
2020-02-10+5,483,741→ 5,483,741 total(indirect: See footnotes)Exercise: $11.50From: 2020-03-11Exp: 2025-02-10→ Class A Common Stock, par value $0.0001 per share (5,483,741 underlying) - Exercise/Conversion
Class F Common Stock, par value $0.0001 per share
2020-02-10−6,003,426→ 0 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (6,003,426 underlying) - Award
Class A Common Stock, par value $0.0001
2020-02-10$9.20/sh+54,348$500,002→ 54,348 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001
2020-02-10$9.20/sh+869,566$8,000,007→ 869,566 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001 per share
2020-02-10$9.20/sh+1,969,947$18,123,512→ 1,969,947 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001
2020-02-10$9.20/sh+217,392$2,000,006→ 217,392 total(indirect: See footnotes) - Exercise/Conversion
Class A Common Stock, par value $0.0001 per share
2020-02-10+6,003,426→ 6,003,426 total(indirect: See footnotes) - Other
Class F Common Stock, par value $0.0001 per share
2020-02-10−921,574→ 6,003,426 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (921,574 underlying) - Disposition to Issuer
Class F Common Stock, par value $0.0001 per share
2020-02-10−3,000,000→ 6,925,000 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (3,000,000 underlying)
Footnotes (10)
- [F1]The securities reported in this transaction are held of record by AEG Holdings, LLC ("AEG"). Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG. Gores Sponsor III, LLC ("Sponsor") does not hold or otherwise beneficially own such securities.
- [F10]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.
- [F2]The securities reported in this transaction are held of record by Mr. Gores's spouse. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by his spouse. Sponsor does not hold or otherwise beneficially own such securities.
- [F3]The securities reported in this transaction are held of record by NBI Irrevocable Trust #4, a trust for the benefit of one of Mr. Gores's children. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust. Sponsor does not hold or otherwise beneficially own such securities.
- [F4]The securities reported in this transaction are held of record by NBI Irrevocable Trust #5, a trust for the benefit of one of Mr. Gores's children. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust. Sponsor does not hold or otherwise beneficially own such securities.
- [F5]The securities reported herein are held of record by Sponsor. AEG is the managing member of Sponsor. Alec Gores is the managing member of AEG. As such, AEG and Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by Sponsor.
- [F6]The shares of Class F Common Stock were convertible into shares of Class A Common Stock on a one-for-one basis without any expiration date.
- [F7]3,000,000 shares of Class F Common Stock were forfeited by Sponsor to the issuer on February 10, 2020 in connection with the closing of the issuer's initial business combination.
- [F8]Sponsor made an in-kind distribution of such shares of Class F Common Stock immediately prior to the initial business combination.
- [F9]The warrants were purchased by Sponsor on September 11, 2018. The warrants will become exercisable 30 days after the closing of the issuer's initial business combination. Immediately prior to the initial business combination, Sponsor made an in-kind distribution of 1,182,925 warrants to purchase 1,182,925 shares of Class A Common Stock.
Documents
Issuer
Gores Holdings III, Inc.
CIK 0001720821
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001720903
Filing Metadata
- Form type
- 4
- Filed
- Feb 10, 7:00 PM ET
- Accepted
- Feb 11, 4:53 PM ET
- Size
- 28.3 KB