4/A//SEC Filing
Rothstein Bruce M 4/A
Accession 0001699136-23-000110
CIK 0001699136other
Filed
Aug 22, 8:00 PM ET
Accepted
Aug 23, 5:57 PM ET
Size
14.4 KB
Accession
0001699136-23-000110
Insider Transaction Report
Form 4/AAmended
Cactus, Inc.WHD
Rothstein Bruce M
Director
Transactions
- Award
Class B Common Stock
2021-09-13+27,796→ 27,796 total - Award
Class B Common Stock
2021-09-13+185,110→ 185,110 total(indirect: See footnote) - Award
Units
2021-09-13+27,796→ 27,796 total→ Class A Common Stock (27,796 underlying) - Award
Units
2021-09-13+185,110→ 185,110 total(indirect: See footnote)→ Class A Common Stock (185,110 underlying)
Footnotes (8)
- [F1]On September 13, 2021, Cadent Management Services, LLC, an entity in which the Reporting Person was a member, transferred to the Reporting Person 27,796 shares of the Class B common stock, par value $0.01 per share ("Class B Common Stock"), of Cactus, Inc. (the "Company") and a corresponding number of units representing limited liability company interests ("Units") in Cactus Wellhead, LLC ("Cactus LLC") as part of a pro rata distribution to its owners in accordance with the governing documents of Cadent Management Services, LLC.
- [F2]Due to a clerical error, the Form 4 filed on September 15, 2021 incorrectly reported 212,186 shares of Class B Common Stock and 212,186 Units directly owned by the Reporting Person following the reported transactions. The correct number was 27,796 shares of Class B Common Stock and 27,796 Units directly owned by the Reporting Person following the reported transactions.
- [F3]On September 13, 2021, Cadent Energy Partners II-GP, L.P., an entity in which the Reporting Person was a limited partner, transferred to the Reporting Person 185,110 shares of Class B Common Stock and a corresponding number of Units as part of a pro rata distribution to its limited partners in accordance with the governing documents of Cadent Energy Partners II-GP, L.P.
- [F4]Due to a clerical error, the Form 4 filed on September 15, 2021 incorrectly reported 184,390 shares of Class B Common Stock and 184,390 Units received by the Reporting Person and indirectly owned by the Reporting Person following the reported transactions. The correct number was 185,110 shares of Class B Common Stock and 185,110 Units received by the Reporting Person and indirectly owned by the Reporting Person following the reported transactions.
- [F5]The securities reported in this line are directly owned by trusts established for the benefit of the Reporting Person and members of his family.
- [F6]"Units" mean ownership interests in Cactus LLC. The Company is the sole managing member of Cactus LLC.
- [F7]The first amended and restated limited liability company operating agreement of Cactus LLC provides the holders of Units with certain rights to cause Cactus LLC to acquire all or at least a minimum portion of their Units for, at Cactus LLC's election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash (the "Redemption Right").
- [F8]Upon the exercise of the Redemption Right, the Issuer (instead of Cactus LLC) has the right to acquire each tendered Unit directly from the exchanging Unit holder for, at its election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash.
Documents
Issuer
Cactus, Inc.
CIK 0001699136
Entity typeother
Related Parties
1- filerCIK 0001501970
Filing Metadata
- Form type
- 4/A
- Filed
- Aug 22, 8:00 PM ET
- Accepted
- Aug 23, 5:57 PM ET
- Size
- 14.4 KB