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3//SEC Filing

Engaged Capital II Offshore, Ltd. 3

Accession 0000921895-16-003683

CIK 0001325702other

View on SEC.gov Company Profile

Filed

Mar 13, 8:00 PM ET

Accepted

Mar 14, 1:53 PM ET

Size

23.1 KB

Accession

0000921895-16-003683

Insider Transaction Report

Form 3

Period: 2016-03-11

MAGNACHIP SEMICONDUCTOR CorpMX

Engaged Capital LLC

10% Owner

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By LLC)
400,000
Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209

Welling Glenn W.

10% Owner

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By LLC)
400,000
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765

Engaged Capital Holdings, LLC

10% Owner

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By LLC)
400,000

Engaged Capital Master Feeder I, LP

Other

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By LLC)
400,000

ENGAGED CAPITAL I LP

Other

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By LLC)
400,000
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765

Engaged Capital I Offshore Ltd

Other

Holdings

Common Stock
(indirect: By LLC)
400,000
Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765

Engaged Capital Flagship Master Fund, LP

Other

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By LLC)
400,000

ENGAGED CAPITAL II LP

Other

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By LLC)
400,000

Engaged Capital II Offshore, Ltd.

Other

Holdings

Common Stock
(indirect: By: Engaged Capital Master Feeder I, LP)
1,017,209
Common Stock
(indirect: By: Engaged Capital Master Feeder II, LP)
2,435,765
Common Stock
(indirect: By LLC)
400,000

Footnotes (4)

[F1]This Form 3 is filed jointly by Engaged Capital Master Feeder I, LP ("Engaged Capital Master I"), Engaged Capital Master Feeder II, LP ("Engaged Capital Master II"), Engaged Capital I, LP ("Engaged Capital I"), Engaged Capital I Offshore, Ltd. ("Engaged Capital Offshore"), Engaged Capital II, LP ("Engaged Capital II"), Engaged Capital II Offshore Ltd. ("Engaged Capital Offshore II"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
[F2]Shares owned directly by Engaged Capital Master I. As feeder funds of Engaged Capital Master I, each of Engaged Capital I and Engaged Capital Offshore may be deemed to beneficially own the shares owned directly by Engaged Capital Master I. As the general partner and investment adviser of Engaged Capital Master I, Engaged Capital may be deemed to beneficially own the shares owned directly by Engaged Capital Master I. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the shares owned directly by Engaged Capital Master I. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the shares owned directly by Engaged Capital Master I.
[F3]Shares owned directly by Engaged Capital Master II. As feeder funds of Engaged Capital Master II, each of Engaged Capital II and Engaged Capital Offshore II may be deemed to beneficially own the shares owned directly by Engaged Capital Master II. As the general partner and investment adviser of Engaged Capital Master II, Engaged Capital may be deemed to beneficially own the shares owned directly by Engaged Capital Master II. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the shares owned directly by Engaged Capital Master II. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the shares owned directly by Engaged Capital Master II.
[F4]Shares held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the shares held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the shares held in the Engaged Capital Account. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the shares held in the Engaged Capital Account.

Documents

1 file

3
form309455015_03142016.xmlPrimary
OWNERSHIP DOCUMENT

Issuer

MAGNACHIP SEMICONDUCTOR Corp

CIK 0001325702

→

Entity typeother

IncorporatedCayman Islands

Related Parties

filerCIK 0001619827

Filing Metadata

Form type: 3
Filed: Mar 13, 8:00 PM ET
Accepted: Mar 14, 1:53 PM ET
Size: 23.1 KB

View on SEC.gov