Brian Jeffrey McGowan Form 3 Lineage / Brian Jeffrey McGowan ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

McGowan Brian Jeffrey

(Last) (First) (Middle)

C/O LINEAGE, INC.

46500 HUMBOLDT DRIVE

(Street)

NOVI MI 48377

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/25/2024

3. Issuer Name and Ticker or Trading Symbol
Lineage, Inc. [ LINE ]

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

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

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

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Legacy Class B Units	(1)	(1)	Common Stock	117,273.83(1)	(1)	I	By McGowan Units LLC(2)

Explanation of Responses:

1. Legacy Class B Units ("Legacy Class B Units") are vested units of partnership interest in Lineage OP, LP (the "Operating Partnership"), as designated under the Agreement of Limited Partnership of the Operating Partnership dated as of July 24, 2024 (the "Partnership Agreement"). From time to time prior to the third anniversary of the closing of the Issuer's IPO, the Legacy Class B Units will be reclassified into Partnership Common Units on a one-for-one basis pursuant to the terms of the Partnership Agreement, with cash paid in lieu of fractional interests. Holders of Partnership Common Units have the right to redeem their Partnership Common Units in exchange for cash or, at the election of the Issuer, shares of Common Stock on a one-for-one basis. The Partnership Common Units do not have expiration dates.

2. The Reporting Person's spouse is the manager of the McGowan Units LLC.

Remarks:

Chief Network Optimization Officer Exhibit List: Exhibit 24.1 - Power of Attorney

	/s/ Brian Golper, as Attorney-in-Fact, for Brian Jeffrey McGowan	07/25/2024
	** 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 5 (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.
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