4//SEC Filing
Gores Sponsor III LLC 4
Accession 0001104659-18-063354
CIK 0001720821other
Filed
Oct 21, 8:00 PM ET
Accepted
Oct 22, 4:16 PM ET
Size
13.0 KB
Accession
0001104659-18-063354
Insider Transaction Report
Form 4
Gores Sponsor III LLC
Director10% Owner
Transactions
- Disposition to Issuer
Class F Common Stock
2018-10-22−781,250→ 9,925,000 total→ Class A Common Stock (781,250 underlying) - Sale
Class F Common Stock
2018-09-04$0.00/sh−75,000$150→ 10,706,250 total→ Class A Common Stock (75,000 underlying)
Footnotes (6)
- [F1]Pursuant to the Amended and Restated Certificate of Incorporation of 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.
- [F2]Prior to the Issuer's initial public offering, Gores Sponsor III LLC (the "Sponsor") sold an aggregate of 75,000 shares to the Issuer's independent directors.
- [F3]The Class F Shares are held directly by the Sponsor. The managing member of the Sponsor is AEG Holdings, LLC ("AEG"). Alec Gores is the managing member of AEG (and together with Sponsor and AEG, the "Reporting Persons").
- [F4]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.
- [F5]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.
- [F6]The Sponsor forfeited 781,250 Class F Shares to the Issuer for no consideration, which was exempted pursuant to Rule 16b-3(e), in connection with the underwriter's election not to exercise the remaining unused portion of the over-allotment option.
Documents
Issuer
Gores Holdings III, Inc.
CIK 0001720821
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001720903
Filing Metadata
- Form type
- 4
- Filed
- Oct 21, 8:00 PM ET
- Accepted
- Oct 22, 4:16 PM ET
- Size
- 13.0 KB