Home/Filings/4/0001437749-22-019366

4//SEC Filing

VIRTUE J EDWARD 4

Accession 0001437749-22-019366

CIK 0001822928other

View on SEC.gov Company Profile

Filed

Aug 7, 8:00 PM ET

Accepted

Aug 8, 4:10 PM ET

Size

27.1 KB

Accession

0001437749-22-019366

Insider Transaction Report

Form 4

Period: 2022-08-05

Holley Inc.HLLY

MIDOCEAN PARTNERS V EXECUTIVE, L.P.

10% Owner

Transactions

Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)
Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)

MIDOCEAN ASSOCIATES V, L.P.

10% Owner

Transactions

Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)

Empower Sponsor Holdings LLC

10% Owner

Transactions

Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)

MidOcean Partners V, L.P.

10% Owner

Transactions

Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)

ULTRAMAR CAPITAL LTD

10% Owner

Transactions

Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)

VIRTUE J EDWARD

10% Owner

Transactions

Other
Warrants to purchase Common Stock
2022-08-05+3,980,001→ 3,980,001 total(indirect: By MidOcean Partners V, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (3,980,001 underlying)
Other
Common Stock
2022-08-05+4,170,294→ 10,245,294 total(indirect: By MidOcean Partners V, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05−4,666,667→ 0 total
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (4,666,667 underlying)
Other
Common Stock
2022-08-05−6,250,000→ 0 total
Other
Common Stock
2022-08-05+20,956→ 45,956 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Common Stock
2022-08-05−5,500→ 10,239,794 total(indirect: By MidOcean Partners V, L.P.)
Other
Common Stock
2022-08-05+5,500→ 51,456 total(indirect: By MidOcean Partners V Executive, L.P.)
Other
Warrants to purchase Common Stock
2022-08-05+20,000→ 20,000 total(indirect: By MidOcean Partners V Executive, L.P.)
Exercise: $11.50From: 2021-10-09Exp: 2026-07-16→ Common Stock (20,000 underlying)

Footnotes (4)

[F1]On August 5, 2022, Empower Sponsor Holdings LLC ("Sponsor") effectuated a distribution of its 6,250,000 shares of common stock, par value $0.0001 per share (the "Common Stock") of Holley Inc. (the "Issuer") and 4,666,667 warrants to purchase Common Stock (the "Distribution"). As part of the Distribution, (i) 4,170,294 and 20,956 shares of Common Stock were distributed to MidOcean Partners V, L.P. ("MidOcean Partners") and MidOcean Partners V Executive, L.P. ("MidOcean Executive"), respectively, and (ii) 3,980,001 and 20,000 warrants to purchase Common Stock were distributed to MidOcean Partners and MidOcean Executive, respectively. The remaining shares of Common Stock and warrants previously held by Sponsor were distributed to the other members of Sponsor. Following the Distribution, Sponsor no longer beneficially owned any Issuer securities.
[F2]MidOcean Partners is the record holder of the securities reported. The general partner of MidOcean Partners is MidOcean Associates V, L.P. ("MidOcean Associates"). The general partner of MidOcean Associates is Ultramar Capital, Ltd. ("Ultramar"), which is controlled by James Edward Virtue. Each of MidOcean Associates, Ultramar and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.
[F3]MidOCean Executive is the record holder of the securities reported. The general partner of MidOcean Executives is MidOcean Associates. The general partner of MidOcean Associates is Ultramar, which is controlled by Mr. Virtue. Each of MidOcean Associates, Ultramar and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.
[F4]On August 5, 2022, MidOcean Partners transferred 5,500 shares of Common Stock to MidOcean Executive.

Documents

1 file

4
rdgdoc.xmlPrimary
FORM 4

Issuer

Holley Inc.

CIK 0001822928

→

Entity typeother

Related Parties

filerCIK 0001268105

Filing Metadata

Form type: 4
Filed: Aug 7, 8:00 PM ET
Accepted: Aug 8, 4:10 PM ET
Size: 27.1 KB

View on SEC.gov