Form 4 for MRVI MARAVAI LIFESCIENCES HOLDINGS, INC.
Accepted 2021-09-13 00:00:00 ET · period of report 2021-09-09 · accession 0000899243-21-035674 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2021-09-13 | 2021-09-09 | MRVI | GTCR CO-INVEST XI LP | Dir, 10% | D - Sale to Iss | $50.00 | -2.93M | 21.68M | -12% | -$146.57M |
| DI | 2021-09-13 | 2021-09-09 | MRVI | GTCR CO-INVEST XI LP | Dir, 10% | J - Other | — | -17.07M | 126.24M | -12% | — |
| DI | 2021-09-13 | 2021-09-09 | MRVI | GTCR CO-INVEST XI LP | Dir, 10% | D - Sale to Iss | $50.00 | -17.07M | 126.24M | -12% | -$853.43M |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-09-09 | D | D | 2,931,441 | $50.00 | 21,681,033 | I See footnotes | — | — | (F1) On September 9, 2021, the Reporting Persons sold an aggregate 20,000,000 shares of Class A common stock, par value $0.01 ("Class A Common Stock"), of Maravai LifeSciences Holdings, Inc. (the "Issuer") in an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-1 (File No. 333-259366). The aggregate 20,000,000 shares of Class A Common Stock sold by the Reporting Persons include (a) 17,068,559 shares of Class A Common Stock sold by Maravai Life Sciences Holdings, LLC ("MLSH 1") and (b) 2,931,441 shares of Class A Common Stock sold by Maravai Life Sciences Holdings 2, LLC. ("MLSH 2"). (F2) Reflects Class A Common Stock held directly by MLSH 2. MLSH 2 is managed by a board of managers controlled by GTCR Fund XI/C LP ("GTCR Fund XI/C"). GTCR Partners XI/A&C LP ("GTCR Partners XI/A&C") is the general partner of GTCR Fund XI/C. GTCR Investment XI LLC ("GTCR Investment XI") is the general partner of GTCR Partners XI/A&C. GTCR Investment XI is managed by a board of managers (the "GTCR Board of Managers") consisting of Mark M. Anderson, Craig A. Bondy, Aaron D. Cohen, Sean L. Cunningham, Benjamin J. Daverman, David A. Donnini, Constantine S. Mihas and Collin E. Roche, and no single person has voting or dispositive authority over the Class A Common Stock. (F3) (Continued From Footnote 2) Each of GTCR Partners XI/A&C, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the Class A Common Stock held of record by MLSH 2, and each of the individual members of the GTCR Board of Managers disclaims beneficial ownership of the Class A Common Stock held of record by MLSH 2 except to the extent of his pecuniary interest therein. |
| 2 | Common | Class B Common Stock | 2021-09-09 | J | D | 17,068,559 | — | 126,239,611 | I See footnote | — | — | (F4) Reflects the shares of the Issuer's Class B common stock, par value $0.01 (the "Class B Common Stock") exchanged for shares of Class A Common Stock sold. (F5) Reflects Class B Common Stock held directly by MLSH 1. MLSH 1 is managed by a board of managers controlled by GTCR Fund XI/B LP ("GTCR Fund XI/B") and GTCR Co-Invest XI LP ("GTCR Co-Invest XI"). GTCR Partners XI/B LP ("GTCR Partners XI/B") is the general partner of GTCR Fund XI/B. GTCR Investment XI is the general partner of GTCR Co-Invest XI and GTCR Partners XI/B. GTCR Investment XI is managed by the GTCR Board of Managers, and no single person has voting or dispositive authority over the Class B Common Stock. Each of GTCR Partners XI/B, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the Class B Common Stock held of record by MLSH 1, and each of the individual members of the GTCR Board of Managers disclaims beneficial ownership of the Class B Common Stock held of record by MLSH 1 except to the extent of his pecuniary interest therein. |
| 3 | Derivative | Common Units | 2021-09-09 | D | D | 17,068,559 | $50.00 | 126,239,611 | I See footnote | — · — to — | 17,068,559 Class A Common Stock | (F7) Reflects Common Units owned directly by MLSH 1. Each Common Unit is exchangeable for one share of Class A Common Stock pursuant to the Exchange Agreement. (F6) Pursuant to the Exchange Agreement dated November 19, 2020, by and among the Issuer, Maravai Topco Holdings, LLC and MLSH 1 (the "Exchange Agreement"), the Common Units (together with one share of Class B Common Stock for every Common Unit) are exchangeable for one share of Class A Common Stock. Common Units do not expire. |