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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol ACCURIDE CORP [ ACW ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 11/05/2015 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Common Stock | 11/05/2015 | P | 23,244 | A | $2.6103 | 4,182,716 | D(1) | |||
| Common Stock | 11/05/2015 | P | 16,781 | A | $2.6103 | 16,781 | D(2) | |||
| Common Stock | 11/05/2015 | P | 9,975 | A | $2.6103 | 1,153,655 | D(3) | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. These shares are directly owned by Cetus Capital II, LLC ("Cetus II"). Littlejohn Fund IV, L.P. ("Fund IV"), as the sole member of Cetus II, and Littlejohn Associates IV, L.L.C. ("Associates IV"), the general partner of Fund IV, may each be deemed to be the indirect beneficial owner of these shares. Each of Fund IV and Associates IV disclaim any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Fund IV or Associates IV is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. |
| 2. These shares are directly owned by Cetus Capital III, L.P. ("Cetus III"). Littlejohn Associates V, L.L.C. ("Associates V"), as the general partner of Cetus III may be deemed to be the indirect beneficial owner of these shares. Associate V disclaim any beneficial ownership of the shares included in this report except to the extent of its pecuniary interests therein, and this report shall not be deemed an admission that Associates V is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. |
| 3. These shares are directly owned by Littlejohn Opportunities Master Fund LP ("Opportunities Master Fund"). Littlejohn Opportunities GP LLC ("Opportunities GP"), the general partner of Opportunities Master Fund, may be deemed to be the indirect beneficial owner of these shares. Opportunities GP disclaims any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Opportunities GP is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. |
| Robert E. Davis, Authorized Signatory for each Reporting Person | 11/09/2015 | |
| ** 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. | ||