4//SEC Filing
OCM FIE, LLC 4
Accession 0000950142-20-002914
CIK 0001652362other
Filed
Dec 29, 7:00 PM ET
Accepted
Dec 30, 8:01 AM ET
Size
32.6 KB
Accession
0000950142-20-002914
Insider Transaction Report
Form 4
OCM FIE, L.P.
Director10% Owner
Transactions
- Award
Common Stock, par value $0.0001 per share
2020-12-23+525,000→ 10,838,500 total(indirect: By Infrastructure and Energy Alt., Inc.)
Holdings
- 81,433(indirect: See footnotes)
Common Stock, par value $0.0001 per share
Footnotes (11)
- [F1]Pursuant to the (i) Waiver, Consent and Agreement to Forfeit Founder Shares, dated as of March 20, 2018, by and among Infrastructure and Energy Alternatives, Inc. (the ?Issuer?) and Infrastructure and Energy Alternatives, LLC (?IEA LLC?), among others, (ii) Founder Shares Amendment Agreement, dated as of March 26, 2018, by and among the Issuer and IEA LLC, among others, and (iii) Amended and Restated Founder Shares Amendment Agreement, dated as of June 6, 2018, by and among the Issuer and IEA LLC, among others (collectively, the ?Founder Forfeiture Agreements?), the Issuer issued 525,000 shares of common stock to IEA LLC on December 23, 2020.?
- [F10]Peter Jonna, Senior Vice President of OCM L.P., is a director of the Issuer, and the Reporting Persons may be deemed directors by deputization of the Issuer.
- [F11]Represents securities held of record by FIE. Includes 34,529 restricted stock units, which vest on March 26, 2021.
- [F2]Of the 525,000 shares issued to IEA LLC, 185,063 shares are subject to vesting, and will irrevocably vest on the first day upon which the closing sale price of the Issuer?s common stock equals or exceeds $12.00 per share (as adjusted for stock splits, dividends, reorganizations, recapitalizations and the like) for any twenty (20) trading day period in a consecutive thirty (30) day trading period. The shares will be subject to forfeiture if they do not vest by November 3, 2027.
- [F3]Of the 525,000 shares issued to IEA LLC, 185,062 shares are subject to vesting, and will irrevocably vest on the first day upon which the closing sale price of the Issuer?s common stock equals or exceeds $14.00 per share (as adjusted for stock splits, dividends, reorganizations, recapitalizations and the like) for any twenty (20) trading day period in a consecutive thirty (30) day trading period. The shares will be subject to forfeiture if they do not vest by November 3, 2027.
- [F4]Represents shares held of record by IEA LLC. Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") is the controlling equity holder of IEA LLC. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital?I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").
- [F5]Pursuant to the policies of Oaktree Capital Management L.P. (?OCM LP?), directors of the Issuer who are affiliated with the OCM hold these securities for the benefit of OCM FIE, LLC ("FIE"). OCM LP is the managing member of FIE. Oaktree Holdings, Inc, ("Holdings") is the general partner of OCM LP. OCG is the sole shareholder of Holdings.
- [F6]Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and (xiii) Partners Limited, is the sole owner of Class B Limited Voting Shares of BAM.
- [F7]Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- [F8]Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.
- [F9]Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.
Issuer
Infrastructure & Energy Alternatives, Inc.
CIK 0001652362
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001498954
Filing Metadata
- Form type
- 4
- Filed
- Dec 29, 7:00 PM ET
- Accepted
- Dec 30, 8:01 AM ET
- Size
- 32.6 KB