organization · Reporting owner
313 Acquisition LLC
Disclosed activity across 2 companies
Sign in to followReported relationships
Latest disclosed role at each company.
No relationships currently tracked through insider filings.
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
No balances currently tracked through insider filings.
Past disclosures · reporting ended (2)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
Vivint Smart Home, Inc.
Report date March 10, 2023 · Filed March 14, 2023
Jointly reported with BCP Voyager Holdings LP, Blackstone Family Investment Partnership VI L.P., BCP VI Side-By-Side GP L.L.C., Blackstone Capital Partners VI L.P., Blackstone Management Associates VI L.L.C., BMA VI L.L.C.
Section 16 reporting ended · disclosed 2023-03-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2023-03-10 · Sale · Disposed 89,889,464 · Balance 0 F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F2: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. |
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2023-03-10 · Sale · Disposed 9,995,784 · Balance 0 F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F3: Reflects securities held directly by BCP Voyager Holdings LP. F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. |
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2023-03-10 · Sale · Disposed 4,216 · Balance 0 F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F4: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P. F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. |
Filing footnotes · ownership attribution and instrument terms
F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash.
F2: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member.
F3: Reflects securities held directly by BCP Voyager Holdings LP.
F4: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P.
F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
Vivint Solar, Inc.
Report date October 08, 2020 · Filed October 14, 2020
Jointly reported with Blackstone Capital Partners VI L.P., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., Blackstone Inc., Blackstone Group Management L.L.C., SCHWARZMAN STEPHEN A
Section 16 reporting ended · disclosed 2020-10-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2020-10-08 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2020-10-08 · Other · Disposed 57,917,967 · Balance 0 F1: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger"). F2: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis. F3: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F4: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F5: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. |
Filing footnotes · ownership attribution and instrument terms
F1: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger").
F2: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis.
F3: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member.
F4: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
F5: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| March 10, 2023 Filed Mar 14, 2023 14:00 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | SaleClass A Common Stock | 4,216 | $12.00 | $50,592.00 |
DisclosureSEC source: 0000899243-23-008351 · doc4.xml · nonDerivative · entry 3 313 Acquisition LLC · CIK 0001562390 · 10% owner BCP Voyager Holdings LP · CIK 0001796881 · 10% owner Blackstone Family Investment Partnership VI L.P. · CIK 0001555905 · 10% owner BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F4 · shares: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P. F4 · ownership.nature: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 14:00 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | SaleClass A Common Stock | 9,995,784 | $12.00 | $119,949,408.00 |
DisclosureSEC source: 0000899243-23-008351 · doc4.xml · nonDerivative · entry 2 313 Acquisition LLC · CIK 0001562390 · 10% owner BCP Voyager Holdings LP · CIK 0001796881 · 10% owner Blackstone Family Investment Partnership VI L.P. · CIK 0001555905 · 10% owner BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F3 · shares: Reflects securities held directly by BCP Voyager Holdings LP. F3 · ownership.nature: Reflects securities held directly by BCP Voyager Holdings LP. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 14:00 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | SaleClass A Common Stock | 89,889,464 | $12.00 | $1,078,673,568.00 |
DisclosureSEC source: 0000899243-23-008351 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner BCP Voyager Holdings LP · CIK 0001796881 · 10% owner Blackstone Family Investment Partnership VI L.P. · CIK 0001555905 · 10% owner BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash. F2 · shares: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F2 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. Read SEC document |
| June 01, 2022 Filed Jun 3, 2022 21:00 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | OtherClass A Common Stock | 149,385 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-22-021003 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Inc. · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 89,889,464 F1 · kind: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F1 · price: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F2 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein. F7 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| February 24, 2022 Filed Feb 25, 2022 22:01 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | OtherClass A Common Stock | 14,497,780 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-22-007907 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · Former 10% Owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 90,038,849 F1 · kind: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to certain members in connection with the redemption of interests in 313 Acquisition LLC by such members. F1 · price: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to certain members in connection with the redemption of interests in 313 Acquisition LLC by such members. F2 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein. F7 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| June 06, 2021 Filed Jun 9, 2021 00:13 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | OtherClass A Common Stock | 153,213 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-022663 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 104,536,629 F1 · kind: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F1 · price: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F2 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Series II preferred stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F6 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein. F7 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| January 19, 2021 Filed Jan 20, 2021 21:43 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | OtherClass A Common Stock | 119,116 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-002619 · doc4.xml · nonDerivative · entry 2 313 Acquisition LLC · CIK 0001562390 · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 104,689,842 F2 · kind: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F2 · price: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member. F3 · ownership.nature: Reflects shares of Class A Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F4 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F5 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein. Read SEC document |
| January 17, 2021 Filed Jan 20, 2021 21:43 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | OtherClass A Common Stock | 2,557,296 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-002619 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 104,808,958 F1 · kind: Reflects a distribution of shares of Class A common stock of the Issuer ("Class A Common Stock") by 313 Acquisition LLC to certain members in connection with the redemption of interests in 313 Acquisition LLC by such members. F1 · price: Reflects a distribution of shares of Class A common stock of the Issuer ("Class A Common Stock") by 313 Acquisition LLC to certain members in connection with the redemption of interests in 313 Acquisition LLC by such members. F3 · ownership.nature: Reflects shares of Class A Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F4 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F5 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein. Read SEC document |
| October 08, 2020 Filed Oct 14, 2020 01:04 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | OtherCommon Stock | 57,917,967 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-028081 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 F1 · kind: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger"). F2 · kind: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis. F1 · price: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger"). F2 · price: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis. F3 · ownership.nature: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F4 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F5 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| September 17, 2020 Filed Sep 22, 2020 00:53 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionEarnout Rights · Derivative | 9,633,858 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-025846 · doc4.xml · derivative · entry 4 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 0 Underlying: Class A Common Stock · 9,633,858 shares Expires 2025-01-17 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_price: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F2 · shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · shares: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F2 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_date: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F2 · derivative.underlying_shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.underlying_shares: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F4 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F7 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F8 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F9 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| September 17, 2020 Filed Sep 22, 2020 00:53 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionClass A Common Stock | 9,633,858 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-025846 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 107,366,330 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F1 · price: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: These Earnout Rights were earned if the volume-weighted average price of the Class A Common Stock exceeded $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The Earnout Rights were subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $17.50 Condition was satisfied on September 17, 2020. F4 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F7 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F8 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F9 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| August 21, 2020 Filed Aug 24, 2020 21:10 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | SaleCommon Stock | 11,627,907 | $21.50 | $250,000,000.50 |
DisclosureSEC source: 0000899243-20-023297 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 57,917,967 F1 · kind: Pursuant to a Stock Purchase Agreement dated as of August 17, 2020, on August 21, 2020 the Reporting Person disposed of 11,627,907 shares of common stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. in a private sale for an aggregate purchase price of $250,000,000.50 in cash. F2 · ownership.nature: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F3 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F4 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| July 18, 2020 Filed Jul 22, 2020 01:25 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | OtherCommon Stock | 73,683 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-019927 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 69,545,874 F1 · kind: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to a member in connection with the redemption of such member's interests in 313 Acquisition LLC. F1 · price: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to a member in connection with the redemption of such member's interests in 313 Acquisition LLC. F2 · ownership.nature: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F3 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F4 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| March 11, 2020 Filed Mar 14, 2020 00:23 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionClass A Common Stock | 9,542,680 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-008331 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 97,732,396 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F1 · price: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F4 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F7 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F8 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F9 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 26, 2020 Filed Feb 29, 2020 01:13 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionEarnout Rights · Derivative | 9,538,597 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-006367 · doc4.xml · derivative · entry 4 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 19,077,194 Underlying: Class A Common Stock · 9,538,597 shares Expires 2025-01-17 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · shares: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_date: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · derivative.underlying_shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.underlying_shares: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · balance_after: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · balance_after: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. Read SEC document |
| February 26, 2020 Filed Feb 29, 2020 01:13 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionClass A Common Stock | 9,538,597 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-006367 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 88,189,716 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F1 · price: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F4 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F7 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F8 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F9 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 26, 2020 Filed Mar 14, 2020 00:23 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionEarnout Rights · Derivative | 9,542,472 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-008331 · doc4.xml · derivative · entry 4 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 9,542,472 Underlying: Class A Common Stock · 9,542,472 shares Expires 2025-01-17 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · shares: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_date: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · derivative.underlying_shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.underlying_shares: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · balance_after: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · balance_after: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F4 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member. F7 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F8 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. F9 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| January 17, 2020 Filed Jan 22, 2020 23:44 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | OtherCommon Stock | 4,739,817 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-001698 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 69,619,557 F1 · kind: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to certain of its members in connection with the redemption of their interests in 313 Acquisition LLC. F1 · price: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to certain of its members in connection with the redemption of their interests in 313 Acquisition LLC. F2 · ownership.nature: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F3 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F4 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
| December 04, 2018 Filed Dec 6, 2018 23:18 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | SaleCommon Stock | 8,000,000 | $5.20 | $41,580,000.00 |
DisclosureSEC source: 0000899243-18-030301 · doc4.xml · nonDerivative · entry 1 313 Acquisition LLC · CIK 0001562390 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 74,359,374 F1 · price: This amount represents the $5.50 public offering price per share of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer"), less the underwriting discount of $0.3025 per share of Common Stock. F2 · ownership.nature: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member. F3 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. F4 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.