Form 4 for UTZ Utz Brands, Inc.
Accepted 2021-09-22 00:00:00 ET · period of report 2021-09-21 · accession 0001821472-21-000004 · 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 | 2021-09-22 | 2021-09-21 | UTZ | Series R of UM Partners, LLC | 10% | C - Cnv Deriv | $0.00 | +150.0K | 150.0K | New | $0 |
| D | 2021-09-22 | 2021-09-21 | UTZ | Series R of UM Partners, LLC | 10% | J - Other | $0.00 | -150.0K | 8.90M | -2% | $0 |
| D | 2021-09-22 | 2021-09-21 | UTZ | Series R of UM Partners, LLC | 10% | C - Cnv Deriv | $0.00 | -150.0K | 8.90M | -2% | $0 |
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 | 2021-09-21 | C | A | 150,000 | $0.00 | 150,000 | D | — | — | (F1) These securities are solely owned by Series R of UM Partners, LLC, who is a member of a "group" with Series U of UM Partners, LLC for purposes of Section 13(d) of the Exchange Act. (F2) Reflects an exchange of Common Company Units together with the surrender and cancellation of the same number of Class V Common Stock for an equal number of shares of Class A Common Stock, pursuant to the Third Amended and Restated Limited Liability Company Agreement of Utz Brands Holdings, LLC (the "LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b). |
| 2 | Common | Class V Common Stock | 2021-09-21 | J | D | 150,000 | $0.00 | 8,902,350 | D | — | — | (F1) These securities are solely owned by Series R of UM Partners, LLC, who is a member of a "group" with Series U of UM Partners, LLC for purposes of Section 13(d) of the Exchange Act. (F3) These shares of Class V Common Stock of the Issuer provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock is entitled to vote as a common stockholder of the Issuer, with the number of votes equal to the number of shares of Class V Common Stock held at the time of such vote. (F2) Reflects an exchange of Common Company Units together with the surrender and cancellation of the same number of Class V Common Stock for an equal number of shares of Class A Common Stock, pursuant to the Third Amended and Restated Limited Liability Company Agreement of Utz Brands Holdings, LLC (the "LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b). |
| 3 | Derivative | Company Common Units | 2021-09-21 | C | D | 150,000 | $0.00 | 8,902,350 | D | — · — to — | 150,000 Class A Common Stock | (F1) These securities are solely owned by Series R of UM Partners, LLC, who is a member of a "group" with Series U of UM Partners, LLC for purposes of Section 13(d) of the Exchange Act. (F2) Reflects an exchange of Common Company Units together with the surrender and cancellation of the same number of Class V Common Stock for an equal number of shares of Class A Common Stock, pursuant to the Third Amended and Restated Limited Liability Company Agreement of Utz Brands Holdings, LLC (the "LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b). (F4) These Common Company Units represent non-voting limited liability company interest of Utz Bands, Inc. pursuant to the terms of the LLC Agreement. Subject to certain exceptions, beginning on the earlier of August 28, 2021 or such earlier time as the lock-up period set forth in an agreement between the Issuer and the Reporting Persons ends, these units may be exchanged at the discretion of the holder for shares of Class A Common Stock on a one-for-one basis pursuant to certain limitations set forth in the LLC Agreement. |