LKCM Headwater Investments IV, L.P.

SEC source: 0001955947-23-000003 · primary_doc.xml · nonDerivative · entry 1

KING LUTHER CAPITAL MANAGEMENT CORP · CIK 0000310051 · 10% owner

King John Bryan · CIK 0001406297 · Director · 10% owner

King Luther Jr · CIK 0001290407 · 10% owner

LKCM Private Discipline Master Fund, SPC · CIK 0001406372 · 10% owner

LKCM Investment Partnership, L.P. · CIK 0001406371 · 10% owner

LKCM Micro-Cap Partnership, L.P. · CIK 0001502285 · 10% owner

LKCM Headwater Investments II, L.P. · CIK 0001621801 · 10% owner

LKCM Headwater II Sidecar Partnership, L.P. · CIK 0001713995 · 10% owner

LKCM Headwater Investments III, L.P. · CIK 0001764096 · 10% owner

LKCM Headwater Investments IV, L.P. · CIK 0001955947 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 18,198,304

F1 · kind: This Form 4 is filed by Luther King Capital Management Corporation (LKCM), LKCM Private Discipline Master Fund, SPC (PDP), LKCM Investment Partnership, L.P. (LIP), LKCM Core Discipline, L.P. (Core), LKCM Micro-Cap Partnership, L.P. (Micro), LKCM Headwater Investments II, L.P. (HW2), LKCM Headwater II Sidecar Partnership, L.P. (Sidecar), Headwater Lawson Investors, LLC (HLI), LKCM Headwater Investments III, L.P. (HW3), LKCM Headwater Investments IV, L.P. (HW4), LKCM TE Investors, LLC ("TestEquity Investors"), 301 HW Opus Investors, LLC ("Gexpro Investors"), J. Luther King, Jr. and J. Bryan King (Reporting Persons).

F2 · kind: LKCM Private Discipline Management, L.P. holds the management shares of PDP, and LKCM Alternative Management, LLC (PDP GP) is its general partner. LKCM Investment Partnership GP, LLC (LIP GP) is the general partner of LIP. LKCM Core Discipline Management, L.P. (Core GP) is the general partner of Core. LKCM Micro-Cap Management, L.P. (Micro GP) is the general partner of Micro. LKCM Headwater Investments II GP, L.P. (HW2 GP) is the general partner of HW2. LKCM Headwater II Sidecar Partnership GP, L.P. (Sidecar GP) is the general partner of Sidecar. LKCM Headwater Investments III GP, L.P. (HW3 GP) is the general partner of HW3. LKCM Headwater Investments IV GP, L.P. (HW4 GP) is the general partner of HW4. LKCM Headwater Investments GP, LLC (Ultimate GP) is the general partner of each of HW2 GP, Sidecar GP, HW3 GP, and HW4 GP. HW2 and Sidecar are the beneficial owners of HLI and TestEquity Investors, and HW3 is the beneficial owner of Gexpro Investors.

F3 · kind: LKCM is the investment manager for each of PDP, LIP, Core, Micro, HW2, Sidecar, HW3 and HW4. J. Luther King, Jr. is the controlling shareholder of LKCM and the controlling member of LIP GP. J. Bryan King is the controlling member of each of PDP GP, Core GP, Micro GP, HW2 GP, Sidecar GP, HW3 GP, HW4 GP, and HLI. J. Luther King, Jr. and J. Bryan King are controlling members of Ultimate GP.

F4 · kind: On May 9, 2023, the Issuer commenced a subscription rights offering (Rights Offering) pursuant to which the holders of Common Stock as of the close of business on May 1, 2023 or their transferees had the right to purchase up to an aggregate of 2,222,222 shares of Common Stock from the Issuer at a purchase price of $45.00 per share. In connection with the Rights Offering, (i) LIP acquired 26,250 shares of Common Stock, (ii) HW4 acquired 1,716,995 shares of Common Stock, (iii) Micro acquired 1,408 shares of Common Stock, (iv) Core acquired 1,101 shares of Common Stock, (v) a separately managed portfolio for which LKCM serves as investment adviser acquired 262 shares of Common Stock, (vi) PDP acquired 89,243 shares of Common Stock, and (vii) J. Bryan King acquired 2,489 shares of Common Stock.

F4 · shares: On May 9, 2023, the Issuer commenced a subscription rights offering (Rights Offering) pursuant to which the holders of Common Stock as of the close of business on May 1, 2023 or their transferees had the right to purchase up to an aggregate of 2,222,222 shares of Common Stock from the Issuer at a purchase price of $45.00 per share. In connection with the Rights Offering, (i) LIP acquired 26,250 shares of Common Stock, (ii) HW4 acquired 1,716,995 shares of Common Stock, (iii) Micro acquired 1,408 shares of Common Stock, (iv) Core acquired 1,101 shares of Common Stock, (v) a separately managed portfolio for which LKCM serves as investment adviser acquired 262 shares of Common Stock, (vi) PDP acquired 89,243 shares of Common Stock, and (vii) J. Bryan King acquired 2,489 shares of Common Stock.

F4 · price: On May 9, 2023, the Issuer commenced a subscription rights offering (Rights Offering) pursuant to which the holders of Common Stock as of the close of business on May 1, 2023 or their transferees had the right to purchase up to an aggregate of 2,222,222 shares of Common Stock from the Issuer at a purchase price of $45.00 per share. In connection with the Rights Offering, (i) LIP acquired 26,250 shares of Common Stock, (ii) HW4 acquired 1,716,995 shares of Common Stock, (iii) Micro acquired 1,408 shares of Common Stock, (iv) Core acquired 1,101 shares of Common Stock, (v) a separately managed portfolio for which LKCM serves as investment adviser acquired 262 shares of Common Stock, (vi) PDP acquired 89,243 shares of Common Stock, and (vii) J. Bryan King acquired 2,489 shares of Common Stock.

F5 · balance_after: Includes (i) 1,789,114 shares held by PDP, (ii) 276,250 shares held by LIP, (iii) 28,235 shares held by Micro, (iv) 11,591 shares held by Core, (v) 1,761,494 shares held by HLI, (vi) 592,326 shares held by HW2, (vii) 8,000,000 shares held by Gexpro Investors, (viii) 4,000,000 shares held by TestEquity Investors, (ix) 1,716,995 shares held by HW4, (x) 2,762 shares held by a separately managed portfolio for which LKCM serves as investment manager, and (xi) 19,537 shares held directly by J. Bryan King.

F1 · ownership.nature: This Form 4 is filed by Luther King Capital Management Corporation (LKCM), LKCM Private Discipline Master Fund, SPC (PDP), LKCM Investment Partnership, L.P. (LIP), LKCM Core Discipline, L.P. (Core), LKCM Micro-Cap Partnership, L.P. (Micro), LKCM Headwater Investments II, L.P. (HW2), LKCM Headwater II Sidecar Partnership, L.P. (Sidecar), Headwater Lawson Investors, LLC (HLI), LKCM Headwater Investments III, L.P. (HW3), LKCM Headwater Investments IV, L.P. (HW4), LKCM TE Investors, LLC ("TestEquity Investors"), 301 HW Opus Investors, LLC ("Gexpro Investors"), J. Luther King, Jr. and J. Bryan King (Reporting Persons).

F2 · ownership.nature: LKCM Private Discipline Management, L.P. holds the management shares of PDP, and LKCM Alternative Management, LLC (PDP GP) is its general partner. LKCM Investment Partnership GP, LLC (LIP GP) is the general partner of LIP. LKCM Core Discipline Management, L.P. (Core GP) is the general partner of Core. LKCM Micro-Cap Management, L.P. (Micro GP) is the general partner of Micro. LKCM Headwater Investments II GP, L.P. (HW2 GP) is the general partner of HW2. LKCM Headwater II Sidecar Partnership GP, L.P. (Sidecar GP) is the general partner of Sidecar. LKCM Headwater Investments III GP, L.P. (HW3 GP) is the general partner of HW3. LKCM Headwater Investments IV GP, L.P. (HW4 GP) is the general partner of HW4. LKCM Headwater Investments GP, LLC (Ultimate GP) is the general partner of each of HW2 GP, Sidecar GP, HW3 GP, and HW4 GP. HW2 and Sidecar are the beneficial owners of HLI and TestEquity Investors, and HW3 is the beneficial owner of Gexpro Investors.

F3 · ownership.nature: LKCM is the investment manager for each of PDP, LIP, Core, Micro, HW2, Sidecar, HW3 and HW4. J. Luther King, Jr. is the controlling shareholder of LKCM and the controlling member of LIP GP. J. Bryan King is the controlling member of each of PDP GP, Core GP, Micro GP, HW2 GP, Sidecar GP, HW3 GP, HW4 GP, and HLI. J. Luther King, Jr. and J. Bryan King are controlling members of Ultimate GP.

F4 · ownership.nature: On May 9, 2023, the Issuer commenced a subscription rights offering (Rights Offering) pursuant to which the holders of Common Stock as of the close of business on May 1, 2023 or their transferees had the right to purchase up to an aggregate of 2,222,222 shares of Common Stock from the Issuer at a purchase price of $45.00 per share. In connection with the Rights Offering, (i) LIP acquired 26,250 shares of Common Stock, (ii) HW4 acquired 1,716,995 shares of Common Stock, (iii) Micro acquired 1,408 shares of Common Stock, (iv) Core acquired 1,101 shares of Common Stock, (v) a separately managed portfolio for which LKCM serves as investment adviser acquired 262 shares of Common Stock, (vi) PDP acquired 89,243 shares of Common Stock, and (vii) J. Bryan King acquired 2,489 shares of Common Stock.

F5 · ownership.nature: Includes (i) 1,789,114 shares held by PDP, (ii) 276,250 shares held by LIP, (iii) 28,235 shares held by Micro, (iv) 11,591 shares held by Core, (v) 1,761,494 shares held by HLI, (vi) 592,326 shares held by HW2, (vii) 8,000,000 shares held by Gexpro Investors, (viii) 4,000,000 shares held by TestEquity Investors, (ix) 1,716,995 shares held by HW4, (x) 2,762 shares held by a separately managed portfolio for which LKCM serves as investment manager, and (xi) 19,537 shares held directly by J. Bryan King.

F6 · ownership.nature: Each of the Reporting Persons expressly disclaims membership in a group under the Securities Exchange Act of 1934, as amended, with respect to the securities reported herein, and this Form 4 shall not be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such Reporting Person is the beneficial owner of such securities for purposes of the Securities Exchange Act of 1934, as amended, or for any other purpose.