4//SEC Filing
Wilson James Forbes 4
Accession 0000905718-18-000858
CIK 0001287151other
Filed
Oct 16, 8:00 PM ET
Accepted
Oct 17, 4:47 PM ET
Size
8.9 KB
Accession
0000905718-18-000858
Insider Transaction Report
Form 4
Wilson James Forbes
Director
Transactions
- Disposition to Issuer
Common Stock, par value $0.001 per share
2018-10-17$13.50/sh−64,285$867,848→ 0 total - Other
Common Stock, par value $0.001 per share
2018-10-17$13.50/sh−2,064,452$27,870,102→ 0 total(indirect: See Footnote)
Footnotes (4)
- [F1]This transaction and amount represents the conversion of outstanding shares of common stock, par value $0.001 per share (the "Common Stock"), of Xerium Technologies, Inc. (the "Company") and vested director deferred stock units into the right to receive $13.50 per share or unit in connection with the merger of the Company with an indirect wholly owned subsidiary of Andritz AG on October 17, 2018, pursuant to an Agreement and Plan of Merger dated June 24, 2018.
- [F2]The Reporting Person is a director of the Company and is one of three individual managing members of Carl Marks Management Company, LLC ("CMMC"), a Delaware limited liability company and registered investment adviser, which is the investment adviser to (i) Carl Marks Strategic Investments, L.P. ("CMSI"), a Delaware limited partnership and private investment partnership, and (ii) Carl Marks Strategic Opportunities Fund, L.P. ("CMSO"), a Delaware limited partnership and private investment partnership. The Reporting Person is also one of three individual managing members of (x) CMSI GP, LLC ("CMSI GP"), a Delaware limited liability company and the general partner of CMSI, and (y) Carl Marks GP, LLC ("CMSO GP"), a Delaware limited liability company and the general partner of CMSO.
- [F3]Shares of Common Stock of the Company previously held by CMSI and CMSO may be deemed to be beneficially owned (i) indirectly by CMMC, as the investment adviser to CMSI and CMSO, (ii) indirectly by CMSI GP, as the general partner of CMSI, and CMSO GP, as the general partner of CMSO, respectively, and (iii) indirectly, on a shared basis, by the Reporting Person and the two other individual managing members of CMMC, the investment adviser to CMSI and CMSO, who share the power to direct the vote or disposition of such securities. CMMC and the three individual managing members of CMMC have previously filed statements pursuant to Section 13 and 16 of the Securities Exchange Act of 1934, as amended, with respect to the securities of the Company which they previously beneficially owned.
- [F4]The Reporting Person's beneficial ownership of the Company's securities is limited to his pecuniary interest in CMSI and CMSO (if any).
Documents
Issuer
XERIUM TECHNOLOGIES INC
CIK 0001287151
Entity typeother
Related Parties
1- filerCIK 0001291381
Filing Metadata
- Form type
- 4
- Filed
- Oct 16, 8:00 PM ET
- Accepted
- Oct 17, 4:47 PM ET
- Size
- 8.9 KB