Avalon Capital Group II Form 4 Vizio Holding / THEODORE W WAITT ownership change

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

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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^*

V-TW Holdings, LLC

(Last) (First) (Middle)

801 RIVER DRIVE

(Street)

NORTH SIOUX CITY SD 57049

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vizio Holding Corp. [ VZIO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/11/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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	11/11/2021		S		53,062	D	$20.5064(1)	11,561,499	D(2)(3)

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

1. Name and Address of Reporting Person^*

V-TW Holdings, LLC

(Last) (First) (Middle)

801 RIVER DRIVE

(Street)

NORTH SIOUX CITY SD 57049

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

WAITT THEODORE W

(Last) (First) (Middle)

801 RIVER DRIVE

(Street)

NORTH SIOUX CITY SD 57049

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Avalon Capital Group II, LLC

(Last) (First) (Middle)

801 RIVER DRIVE

(Street)

NORTH SIOUX CITY SD 57049

(City) (State) (Zip)

Explanation of Responses:

1. The price reported in Column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $20.10 to $21.25. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer 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 ranges set forth in this footnote.

2. All of the reported shares are directly owned by V-TW Holdings, LLC ("V-TW"), of which Avalon Capital Group II, LLC ("ACGII") is the manager. Theodore W. Waitt ("Mr. Waitt") is trustee of a trust that is the majority member of V-TW and holds voting and dispositive control over ACGII. ACGII and Mr. Waitt could both be deemed to share indirect beneficial ownership of the shares reported herein.

3. ACGII and Mr. Waitt disclaim beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.

	/s/ Mark Dickey, Secretary, V-TW Holdings LLC	11/12/2021
	/s/ Mark Dickey, Secretary, ACGII LLC	11/12/2021
	/s/ Theodore W. Waitt	11/12/2021
	** 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).
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