SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
| |||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol UWM Holdings Corp [ UWMC ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| ||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) 03/02/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock, par value $0.0001 per share | 07/07/2021 | J | 6,975,198 | D | (1) | 3,574,802 | D | |||
Class A Common Stock, par value $0.0001 per share | 07/07/2021 | J | 3,143,599 | A | (1) | 3,143,599 | I | See footnotes(2)(10) | ||
Class A Common Stock, par value $0.0001 per share | 07/07/2021 | J | 30,000 | A | (1) | 30,000 | I | See footnotes(3)(10) | ||
Class A Common Stock, par value $0.0001 per share | 07/07/2021 | J | 150,000 | A | (1) | 150,000 | I | See footnotes(4)(10) | ||
Class A Common Stock, par value $0.0001 per share | 07/07/2021 | J | 150,000 | A | (1) | 150,000 | I | See footnotes(5)(10) | ||
Class A Common Stock, par value $0.0001 per share | 07/27/2021 | J | 215,441 | D | (6) | 3,359,361 | D | |||
Class A Common Stock, par value $0.0001 per share | 09/14/2021 | J | 3,359,361 | D | (7) | 0 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants to Purchase Shares of Class A Common Stock | $11.5 | 03/02/2021 | J(8) | 5,047,539 | 02/20/2021 | 01/21/2026 | Class A Common Stock, par value $0.0001 per share | 5,047,539 | (8) | 202,461 | I | See footnotes(8)(10) | |||
Warrants to Purchase Shares of Class A Common Stock | $11.5 | 03/02/2021 | J(8) | 2,107,539 | 02/20/2021 | 01/21/2026 | Class A Common Stock, par value $0.0001 per share | 2,107,539 | (8) | 2,107,539 | I | See footnotes(8)(9)(10) |
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
Explanation of Responses: |
1. On July 7, 2021, Gores Sponsor IV LLC ("Sponsor") made an in-kind distribution of 6,975,198 shares of Class A common stock ("Shares") of UWM Holdings Corporation (the "Issuer"). AEG Holdings, LLC ("AEG") is the managing member of Sponsor. Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG and Sponsor. |
2. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, AEG received 3,143,599 Shares in the distribution-in-kind. |
3. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #4, a trust for the benefit of one of Mr. Gores's children, received 30,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust. |
4. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #5, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust. |
5. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #6, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind.. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust. |
6. On July 27, 2021, Sponsor made an in-kind distribution of 215,441 Shares. |
7. On September 14, 2021, Sponsor made an in-kind distribution of 3,359,361 Shares. |
8. On March 2, 2021, Sponsor made an in-kind distribution of 5,047,539 warrants ("Warrants") to purchase 5,047,539 Shares. |
9. Of the 5,047,539 Warrants distributed by Sponsor described in footnote 8 above, AEG received 2,107,539 Warrants in the distribution-in-kind. |
10. Because of the relationship among the reporting persons, the reporting persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the reporting persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. |
Remarks: |
GORES SPONSOR IV LLC, By: /s/ Andrew McBride, Attorney-in-Fact | 09/28/2021 | |
AEG HOLDINGS, LLC, By: /s/ Andrew McBride, Attorney-in-Fact | 09/28/2021 | |
ALEC GORES, By: /s/ Andrew McBride, Attorney-in-Fact | 09/28/2021 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |