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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Gores Sponsor LLC 9800 WILSHIRE BLVD. BEVERLY HILLS, CA 90212 |
X | |||
PLATINUM EQUITY LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS, CA 90210 |
X | |||
Gores Alec E C/O AEG HOLDINGS 9800 WILSHIRE BLVD. BEVERLY HILLS, CA 90212 |
X | |||
Gores Tom C/O PLATINUM EQUITY LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS, CA 90210 |
X |
GORES SPONSOR LLC, By: Platinum Equity, LLC, its managing member By: /s/ Mary Ann Sigler, Chief Financial Officer, By: AEG Holdings, LLC, its managing member By: /s/ Alec Gores, Managing Member | 01/11/2017 | |
**Signature of Reporting Person | Date | |
AEG HOLDINGS, LLC, By: /s/ Alec Gores, Managing Member | 01/11/2017 | |
**Signature of Reporting Person | Date | |
PLATINUM EQUITY, LLC, By: /s/ Mary Ann Sigler, Chief Financial Officer | 01/11/2017 | |
**Signature of Reporting Person | Date | |
/s/ Alec Gores | 01/11/2017 | |
**Signature of Reporting Person | Date | |
/s/ Mary Ann Sigler, Attorney-in-Fact for Tom Gores | 01/11/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.1610 to $13.3496. The reporting persons undertake to provide Hostess Brands, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(2) | The securities reported herein are held of record by Gores Sponsor, LLC ("Gores Sponsor"). Platinum Equity LLC ("Platinum Equity") and AEG Holdings, LLC ("AEG") are the managing member of Gores Sponsor and as a result share the power to vote and dispose of the securities held of record by Gores Sponsor. Tom Gores, the chairman and chief executive officer of Platinum Equity, is the ultimate beneficial owner of Platinum Equity. Alec Gores is the managing member of AEG. As such, each of Platinum Equity, AEG and Tom Gores and Alec Gores may be deemed to share beneficial ownership of the securities beneficially owned by Gores Sponsor. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.4305to $13.9817. The reporting persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |