Form 4 for WHD Cactus, Inc.
Accepted 2021-09-15 00:00:00 ET · period of report 2021-09-13 · accession 0001699136-21-000178 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-09-15 | 2021-09-13 | WHD | Rothstein Bruce M | Dir | A - Grant | — | +27.8K | 212.2K | +15% | — |
| DI | 2021-09-15 | 2021-09-13 | WHD | Rothstein Bruce M | Dir | A - Grant | — | +184.4K | 184.4K | New | — |
| D | 2021-09-15 | 2021-09-13 | WHD | Rothstein Bruce M | Dir | A - Grant | — | +27.8K | 212.2K | +15% | — |
| DI | 2021-09-15 | 2021-09-13 | WHD | Rothstein Bruce M | Dir | A - Grant | — | +184.4K | 184.4K | New | — |
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 B Common Stock | 2021-09-13 | A | A | 27,796 | — | 212,186 | D | — | — | (F3) On September 13, 2021, Cadent Management Services, LLC, an entity in which the Reporting Person was a member, transferred to the Reporting Person 27,796 shares of Class B Common Stock and a corresponding number of Units as part of a pro rata distribution to its owners in accordance with the governing documents of Cadent Management Services, LLC. |
| 2 | Common | Class B Common Stock | 2021-09-13 | A | A | 184,390 | — | 184,390 | I See footnote | — | — | (F1) On September 13, 2021, Cadent Energy Partners II-GP, L.P., an entity in which the Reporting Person was a limited partner, transferred to the Reporting Person 184,390 shares of the Class B common stock, par value $0.01 per share ("Class B Common Stock"), of Cactus, Inc. (the "Company") and a corresponding number of units representing limited liability company interests ("Units") in Cactus Wellhead, LLC ("Cactus LLC") as part of a pro rata distribution to its limited partners in accordance with the governing documents of Cadent Energy Partners II-GP, L.P. (F2) The securities reported in this item are directly owned by trusts established for the benefit of the Reporting Person and members of his family. |
| 3 | Derivative | Units | 2021-09-13 | A | A | 27,796 | — | 212,186 | D | — · — to — | 27,796 Class A Common Stock | (F4) "Units" mean ownership interests in Cactus LLC. The Company is the sole managing member of Cactus LLC. (F5) The first amended and restated limited liability company operating agreement of Cactus LLC provides the holders of Units with certain rights to cause Cactus LLC to acquire all or at least a minimum portion of their Units for, at Cactus LLC's election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash (the "Redemption Right"). (F6) Upon the exercise of the Redemption Right, the Issuer (instead of Cactus LLC) has the right to acquire each tendered Unit directly from the exchanging Unit holder for, at its election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash. |
| 4 | Derivative | Units | 2021-09-13 | A | A | 184,390 | — | 184,390 | I See footnote | — · — to — | 184,390 Class A Common Stock | (F4) "Units" mean ownership interests in Cactus LLC. The Company is the sole managing member of Cactus LLC. (F5) The first amended and restated limited liability company operating agreement of Cactus LLC provides the holders of Units with certain rights to cause Cactus LLC to acquire all or at least a minimum portion of their Units for, at Cactus LLC's election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash (the "Redemption Right"). (F6) Upon the exercise of the Redemption Right, the Issuer (instead of Cactus LLC) has the right to acquire each tendered Unit directly from the exchanging Unit holder for, at its election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash. (F2) The securities reported in this item are directly owned by trusts established for the benefit of the Reporting Person and members of his family. |