4//SEC Filing
Gores Sponsor II LLC 4
Accession 0000899243-18-027111
CIK 0001682745other
Filed
Oct 18, 8:00 PM ET
Accepted
Oct 19, 6:26 PM ET
Size
30.3 KB
Accession
0000899243-18-027111
Insider Transaction Report
Form 4
Gores Sponsor II LLC
Director10% Owner
Transactions
- Award
Class A Common Stock, par value $0.0001 per share
2018-10-17$9.20/sh+326,087$3,000,000→ 326,087 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001 per share
2018-10-17$9.20/sh+108,696$1,000,003→ 108,696 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001 per share
2018-10-17$9.20/sh+108,696$1,000,003→ 108,696 total(indirect: See footnotes) - Award
Class A Common Stock, par value $0.0001 per share
2018-10-17$9.20/sh+326,087$3,000,000→ 326,087 total(indirect: See footnotes) - Award
Warrants to Purchase Shares of Class A Common Stock
2018-10-17+3,492,401→ 3,492,401 total(indirect: See footnotes)Exercise: $11.50From: 2018-11-16Exp: 2023-10-17→ Class A Common Stock, par value $0.0001 per share (3,492,401 underlying) - Award
Class A Common Stock, par value $0.0001 per share
2018-10-17$9.20/sh+1,220,455$11,228,186→ 1,220,455 total(indirect: See footnotes) - Exercise/Conversion
Class A Common Stock, par value $0.0001 per share
2018-10-17+4,144,577→ 4,144,577 total(indirect: See footnotes) - Other
Class F Common Stock, par value $0.0001 per share
2018-10-17−2,302,162→ 4,144,577 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (2,302,162 underlying) - Disposition to Issuer
Class F Common Stock, par value $0.0001 per share
2018-10-17−3,478,261→ 6,446,739 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (3,478,261 underlying) - Exercise/Conversion
Class F Common Stock, par value $0.0001 per share
2018-10-17−4,144,577→ 0 total(indirect: See footnotes)→ Class A Common Stock, par value $0.0001 per share (4,144,577 underlying)
Footnotes (11)
- [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 II, LLC ("Sponsor") does not hold or otherwise beneficially own such securities.
- [F10]The warrants were purchased by Sponsor on January 17, 2017. 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 3,174,265 warrants to purchase 3,174,265 shares of Class A Common Stock.
- [F11]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 one of Mr. Gores's daughters. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by his daughter. Sponsor does not hold or otherwise beneficially own such securities.
- [F3]The securities reported in this transaction are held of record by a trust for the benefit of one of Mr. Gores's daughters, of which Mr. Gores serves as trustee. 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 #4, a trust for the benefit of Mr. Gores's daughters. 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 in this transaction are held of record by NBI Irrevocable Trust #5, a trust for the benefit of Mr. Gores's daughters. 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.
- [F6]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.
- [F7]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.
- [F8]3,478,261 shares of Class F Common Stock were forfeited by Sponsor to the issuer on October 17, 2018 in connection with the closing of the issuer's initial business combination.
- [F9]Sponsor made an in-kind distribution of such shares of Class F Common Stock immediately prior to the initial business combination.
Documents
Issuer
VERRA MOBILITY Corp
CIK 0001682745
Entity typeother
Related Parties
1- filerCIK 0001682744
Filing Metadata
- Form type
- 4
- Filed
- Oct 18, 8:00 PM ET
- Accepted
- Oct 19, 6:26 PM ET
- Size
- 30.3 KB