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Thorndale Farm LLC

Disclosed activity across 1 company

Tapewire entity
172785
SEC CIK
0001455402

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Gogo Inc.GOGO · Entity 581210% ownerOctober 01, 2017October 03, 2017

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.

Gogo Inc.

Report date October 01, 2017 · Filed October 03, 2017

Jointly reported with THORNE OAKLEIGH

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy LLC25,450,823 Reported balance Holding disclosure · report date 2017-10-01 · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · Balance 25,450,823

F1: This form is not being filed to report a sale or other transaction, but for informational purposes only. On October 1, 2017, in connection with the long-term estate planning of Oakleigh Thorne and his family, certain trusts and other entities affiliated with Oakleigh Thorne and Thorndale Farm, L.L.C. contributed their directly held shares of common stock to a newly created entity, Thorndale Farm Gogo, LLC, in exchange for a pro rata share of the equity interests in Thorndale Farm Gogo, LLC. As a result, Thorndale Farm, L.L.C. no longer may be deemed to have beneficial ownership over any shares of common stock.

F2: Reflects shares of common stock held directly by Thorndale Farm Gogo, LLC. Thorndale Farm, Inc. is the managing member of Thorndale Farm Gogo, LLC. Mr. Thorne, as the chief executive officer of Thorndale Farm, Inc., may be deemed to have beneficial ownership of the shares of common stock held by Thorndale Farm Gogo, LLC. Mr. Thorne disclaims beneficial ownership of such shares of common stock except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Thorne is a beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectBy LLC139,536 Reported balance Holding disclosure · report date 2017-10-01 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 139,536

F3: Reflects shares of common stock held directly by OAP, LLC. Mr. Thorne, as the managing member of OAP, LLC, may be deemed to have beneficial ownership of the shares of common stock held by OAP, LLC. Mr. Thorne disclaims beneficial ownership of such shares of common stock except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Thorne is a beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: This form is not being filed to report a sale or other transaction, but for informational purposes only. On October 1, 2017, in connection with the long-term estate planning of Oakleigh Thorne and his family, certain trusts and other entities affiliated with Oakleigh Thorne and Thorndale Farm, L.L.C. contributed their directly held shares of common stock to a newly created entity, Thorndale Farm Gogo, LLC, in exchange for a pro rata share of the equity interests in Thorndale Farm Gogo, LLC. As a result, Thorndale Farm, L.L.C. no longer may be deemed to have beneficial ownership over any shares of common stock.

F2: Reflects shares of common stock held directly by Thorndale Farm Gogo, LLC. Thorndale Farm, Inc. is the managing member of Thorndale Farm Gogo, LLC. Mr. Thorne, as the chief executive officer of Thorndale Farm, Inc., may be deemed to have beneficial ownership of the shares of common stock held by Thorndale Farm Gogo, LLC. Mr. Thorne disclaims beneficial ownership of such shares of common stock except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Thorne is a beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose.

F3: Reflects shares of common stock held directly by OAP, LLC. Mr. Thorne, as the managing member of OAP, LLC, may be deemed to have beneficial ownership of the shares of common stock held by OAP, LLC. Mr. Thorne disclaims beneficial ownership of such shares of common stock except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that Mr. Thorne is a beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose.

Transaction history

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Purchases/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 dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
February 22, 2017 Filed Feb 24, 2017 21:07 UTC Gogo Inc. GOGO · Entity 5812 OtherCommon Stock 433,136 $0.00 $0.00
Disclosure

SEC source: 0000899243-17-005226 · doc4.xml · nonDerivative · entry 1

Thorndale Farm LLC · CIK 0001455402 · 10% owner

THORNE OAKLEIGH · CIK 0001135089 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 20,936

F1 · kind: The reported disposition was effected solely in connection with the long-term estate planning of Mr. Thorne and his family. This transfer was not effected in the open market.

F2 · ownership.direct: Reflects shares held by the Bertha P. Thorne Trust Under Will dated 12/23/1970 FBO Oakleigh B. Thorne. Mr. Thorne, as a co-trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

F3 · ownership.direct: Certain of the entities for which shares are reported on this report and certain other entities that hold the issuer's shares have entered into a service agreement with Thorndale Farm, L.L.C., of which Mr. Thorne is the Chief Executive Officer. As such, Thorndale Farm, L.L.C. and Mr. Thorne may be deemed to have beneficial ownership of the shares held by such entities. Thorndale Farm, L.L.C. and Mr. Thorne disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that either Thorndale Farm, L.L.C. or Mr. Thorne is a beneficial owner of such shares for purposes of Section 16 or for any other purpose.

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January 24, 2017 Filed Jan 26, 2017 21:15 UTC Gogo Inc. GOGO · Entity 5812 OtherCommon Stock 90,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-17-001990 · doc4.xml · nonDerivative · entry 2

Thorndale Farm LLC · CIK 0001455402 · 10% owner

THORNE OAKLEIGH · CIK 0001135089 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 1,037,306

F4 · kind: The reported disposition was effected solely in connection with the long-term estate planning of Mr. Thorne and his family. No shares were purchased or sold in connection with the disposition, nor was the transfer effected in the open market.

F2 · ownership.direct: Reflects shares held by the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997. Mr. Thorne, as trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

F3 · ownership.direct: Certain of the entities for which shares are reported on this report and certain other entities that hold the issuer's shares have entered into a service agreement with Thorndale Farm, L.L.C., of which Mr. Thorne is the Chief Executive Officer. As such, Thorndale Farm, L.L.C. and Mr. Thorne may be deemed to have beneficial ownership of the shares held by such entities. Thorndale Farm, L.L.C. and Mr. Thorne disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that either Thorndale Farm, L.L.C. or Mr. Thorne is a beneficial owner of such shares for purposes of Section 16 or for any other purpose.

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September 02, 2016 Filed Sep 8, 2016 01:30 UTC Gogo Inc. GOGO · Entity 5812 Purchase3.75% Senior Convertible Notes due 2020 · Derivative Not disclosed $77,850.00 Strike: $23.85 $100,000.00
Disclosure

SEC source: 0000899243-16-028659 · doc4.xml · derivative · entry 1

THORNE OAKLEIGH · CIK 0001135089 · Director · 10% owner

Thorndale Farm LLC · CIK 0001455402 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · 4,192 shares

Expires 2020-03-01

F3 · price: Represents the aggregate purchase price for the 3.75% senior convertible notes due 2020.

F1 · derivative.exercise_date: The 3.75% senior convertible notes due 2020 become convertible on December 1, 2019 or earlier upon certain events.

F2 · derivative.underlying_shares: The 3.75% senior convertible notes due 2020 are convertible into common stock at a conversion price equal to $23.85 per share of the issuer's common stock, subject to adjustment in certain events.

F4 · ownership.nature: Reflects 3.75% senior convertible notes due 2020 held by Option 1, LLC. Mr. Thorne is the managing member and Mr. Thorne's spouse is the majority member. Mr. Thorne, as the managing member of Option 1, LLC and the spouse of the majority member of Option 1, LLC may be deemed to have beneficial ownership of the 3.75% senior convertible notes due 2020 held by Option 1, LLC. Mr. Thorne disclaims beneficial ownership of such 3.75% senior convertible notes due 2020 except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such 3.75% senior convertible notes due 2020 for purposes of Section 16 or for any other purpose.

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August 25, 2016 Filed Jan 26, 2017 21:15 UTC Gogo Inc. GOGO · Entity 5812 OtherCommon Stock 554 $0.00 $0.00
Disclosure

SEC source: 0000899243-17-001990 · doc4.xml · nonDerivative · entry 1

Thorndale Farm LLC · CIK 0001455402 · 10% owner

THORNE OAKLEIGH · CIK 0001135089 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 1,127,306

F1 · kind: Receipt of shares in connection with a pro rata distribution from Blumenstein Thorne Information Partners LLC.

F2 · ownership.direct: Reflects shares held by the 2005 Restatement of the Oakleigh Thorne Trust dated June 23, 1997. Mr. Thorne, as trustee of the foregoing trust, may be deemed to have beneficial ownership of the shares held by the trust. Mr. Thorne disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

F3 · ownership.direct: Certain of the entities for which shares are reported on this report and certain other entities that hold the issuer's shares have entered into a service agreement with Thorndale Farm, L.L.C., of which Mr. Thorne is the Chief Executive Officer. As such, Thorndale Farm, L.L.C. and Mr. Thorne may be deemed to have beneficial ownership of the shares held by such entities. Thorndale Farm, L.L.C. and Mr. Thorne disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that either Thorndale Farm, L.L.C. or Mr. Thorne is a beneficial owner of such shares for purposes of Section 16 or for any other purpose.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.