4//SEC Filing
White John Joseph JR 4
Accession 0000899243-21-003781
CIK 0001831651other
Filed
Jan 28, 7:00 PM ET
Accepted
Jan 29, 9:39 PM ET
Size
9.3 KB
Accession
0000899243-21-003781
Insider Transaction Report
Form 4
White John Joseph JR
Chief Operating Officer
Transactions
- Other
Common Units
2021-01-29+549,189→ 549,189 total(indirect: See Footnotes)→ Class A Common Stock (549,189 underlying) - Award
Class B Common Stock, par value $0.00001 per share
2021-01-29+549,189→ 549,189 total(indirect: See Footnotes)
Footnotes (5)
- [F1]In the reorganization transactions (the "Reorganization Transactions") in connection with the closing of the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer were issued to Shoals Management Holdings LLC ("Holdings"), equal to the number of common units ("Common Units") in Shoals Parent LLC ("Parent") held by Holdings, for nominal consideration.
- [F2]John J. White indirectly holds 549,189 Common Units and an equal number of Class B Common Stock through his membership interest in Holdings.
- [F3]John J. White expressly disclaims beneficial ownership of any equity securities owned by Holdings, except to the extent of his pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that he is the beneficial owner of any equity securities owned by Holdings.
- [F4]Pursuant to the Third Amended and Restated Limited liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its options require Parent to redeem all or a portion of its Common Units (together with an equal number of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.
- [F5]In the Reorganization Transactions, all existing ownership interests in Parent were recapitalized into Common Units.
Documents
Issuer
Shoals Technologies Group, Inc.
CIK 0001831651
Entity typeother
Related Parties
1- filerCIK 0001839254
Filing Metadata
- Form type
- 4
- Filed
- Jan 28, 7:00 PM ET
- Accepted
- Jan 29, 9:39 PM ET
- Size
- 9.3 KB