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Oaktree Capital Management GP, LLC

Disclosed activity across 9 companies

Tapewire entity
86439
SEC CIK
0001831013

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
ASHFORD HOSPITALITY TRUST INCAHT · Entity 762910% ownerNovember 02, 2021November 10, 2021
CBL & ASSOCIATES PROPERTIES INCCBL · Entity 148310% ownerApril 19, 2022April 21, 2022
Garrett Motion Inc.GTX,GTXAP · Entity 172010% ownerJune 12, 2023June 14, 2023
Oaktree Acquisition Corp. IIOACB · Entity 14265710% ownerSeptember 16, 2020February 16, 2021
Oaktree Acquisition Corp. III Life SciencesOACC · Entity 607810% ownerOctober 30, 2024October 31, 2024
Sitio Royalties Corp.STR · Entity 1506710% ownerJune 14, 2023June 23, 2023

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.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Warrants (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $40.00 · Expires 2026-01-15IndirectSee FootnoteNot disclosed Reported balance Holding disclosure · report date 2021-11-02 · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · Balance Not disclosed

F1: Consists of Warrants issued by the Company pursuant to the Amendment No. 1 to the Credit Agreement, dated as of October 12, 2021 (the ?Warrants?) directly beneficially owned by OCM AHT Holdings, LLC (?OCM AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share.

F4: This Form 3 is being filed jointly by (each, a ?OCM AHT Reporting Person? and, collectively, the ?OCM AHT Reporting Persons?) (i) OCM AHT, (ii) Oaktree Fund GP, LLC (?Fund GP?) as the manager of OCM AHT, (iii) Oaktree Fund GP I, L.P. (Fund GP I) as the managing member of Fund GP, (iv) Oaktree Capital I, L.P. (?Capital I?) as the general partner of Fund GP I, (v) OCM Holdings I, LLC (?Holdings I?) as the general partner of Capital I, (vi) Oaktree Holdings, LLC as the managing member of Holdings I. Each of the OCM AHT Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such OCM AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Warrants (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $40.00 · Expires 2026-01-15IndirectSee FootnoteNot disclosed Reported balance Holding disclosure · report date 2021-11-02 · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · Balance Not disclosed

F2: Consists of Warrants directly beneficially owned by ROF8 AHT PT, LLC (?ROF8 AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share.

F5: This Form 3 is being filed jointly by (each, a ?ROF8 AHT Reporting Person? and, collectively, the ?ROF8 AHT Reporting Persons?) (i) ROF8 AHT, (ii) Oaktree Real Estate Opportunities Fund VIII GP, L.P. (?Fund VIII GP, L.P.?) as the managing member of ROF8 AHT, (iii) Oaktree Real Estate Opportunities Fund VIII GP Ltd. (?Fund VIII GP Ltd.?) as the general partner of Fund VIII GP, L.P., (iv) Oaktree Capital Management, L.P. (?Management?) as the sole director of Fund VIII GP Ltd., (v) Oaktree Capital Management GP, LLC (?Management GP?) as the general partner of Management, (vi) Atlas OCM Holdings, LLC (?Atlas?) as the sole managing member of Management GP, (vii) Brookfield Asset Management Inc. (?BAM?) as the indirect owner of the class A units of Atlas and (viii) BAM Partners Trust (?BAM Partnership?) as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN6)

F6: (con?t from FN5) Each of the ROF8 AHT Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such ROF8 AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Warrants (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $40.00 · Expires 2026-01-15IndirectSee FootnoteNot disclosed Reported balance Holding disclosure · report date 2021-11-02 · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · Balance Not disclosed

F3: Consists of Warrants directly beneficially owned by Oaktree Phoenix Investment Fund AIF (Delaware), L.P. (?AIF?) exercisable for 25,132 shares of Common Stock at an exercise price of $40.00 per share.

F7: This Form 3 is being filed jointly by (each, a ?AIF Reporting Person? and, collectively, the ?AIF Reporting Persons?) (i) AIF, (ii) Oaktree Fund AIF Series, L.P. (?AIF Series?) as the general partner of AIF, (iii) Oaktree Fund GP AIF, LLC (?GP AIF?) as the general partner of AIF Series, (iv) Oaktree Fund GP III, L.P. (?Fund GP III?) as the managing member of GP AIF, (v) Oaktree AIF Investments, L.P. (?AIF Investments?) as the general partner of Fund GP III, (vi) Oaktree AIF Investment GP, LLC (?AIF Investment GP?) as the general partner of AIF Investments, (vii) Atlas as the sole member of AIF Investment GP, (viii) BAM as the indirect owner of the class A units of Atlas and (ix) BAM Partnership as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN8)

F8: (con?t from FN7) Each of the AIF Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such AIF Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Filing footnotes · ownership attribution and instrument terms

F1: Consists of Warrants issued by the Company pursuant to the Amendment No. 1 to the Credit Agreement, dated as of October 12, 2021 (the ?Warrants?) directly beneficially owned by OCM AHT Holdings, LLC (?OCM AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share.

F2: Consists of Warrants directly beneficially owned by ROF8 AHT PT, LLC (?ROF8 AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share.

F3: Consists of Warrants directly beneficially owned by Oaktree Phoenix Investment Fund AIF (Delaware), L.P. (?AIF?) exercisable for 25,132 shares of Common Stock at an exercise price of $40.00 per share.

F4: This Form 3 is being filed jointly by (each, a ?OCM AHT Reporting Person? and, collectively, the ?OCM AHT Reporting Persons?) (i) OCM AHT, (ii) Oaktree Fund GP, LLC (?Fund GP?) as the manager of OCM AHT, (iii) Oaktree Fund GP I, L.P. (Fund GP I) as the managing member of Fund GP, (iv) Oaktree Capital I, L.P. (?Capital I?) as the general partner of Fund GP I, (v) OCM Holdings I, LLC (?Holdings I?) as the general partner of Capital I, (vi) Oaktree Holdings, LLC as the managing member of Holdings I. Each of the OCM AHT Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such OCM AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

F5: This Form 3 is being filed jointly by (each, a ?ROF8 AHT Reporting Person? and, collectively, the ?ROF8 AHT Reporting Persons?) (i) ROF8 AHT, (ii) Oaktree Real Estate Opportunities Fund VIII GP, L.P. (?Fund VIII GP, L.P.?) as the managing member of ROF8 AHT, (iii) Oaktree Real Estate Opportunities Fund VIII GP Ltd. (?Fund VIII GP Ltd.?) as the general partner of Fund VIII GP, L.P., (iv) Oaktree Capital Management, L.P. (?Management?) as the sole director of Fund VIII GP Ltd., (v) Oaktree Capital Management GP, LLC (?Management GP?) as the general partner of Management, (vi) Atlas OCM Holdings, LLC (?Atlas?) as the sole managing member of Management GP, (vii) Brookfield Asset Management Inc. (?BAM?) as the indirect owner of the class A units of Atlas and (viii) BAM Partners Trust (?BAM Partnership?) as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN6)

F6: (con?t from FN5) Each of the ROF8 AHT Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such ROF8 AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

F7: This Form 3 is being filed jointly by (each, a ?AIF Reporting Person? and, collectively, the ?AIF Reporting Persons?) (i) AIF, (ii) Oaktree Fund AIF Series, L.P. (?AIF Series?) as the general partner of AIF, (iii) Oaktree Fund GP AIF, LLC (?GP AIF?) as the general partner of AIF Series, (iv) Oaktree Fund GP III, L.P. (?Fund GP III?) as the managing member of GP AIF, (v) Oaktree AIF Investments, L.P. (?AIF Investments?) as the general partner of Fund GP III, (vi) Oaktree AIF Investment GP, LLC (?AIF Investment GP?) as the general partner of AIF Investments, (vii) Atlas as the sole member of AIF Investment GP, (viii) BAM as the indirect owner of the class A units of Atlas and (ix) BAM Partnership as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN8)

F8: (con?t from FN7) Each of the AIF Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such AIF Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes535,735 Reported balance After 2022-04-19 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2022-04-19 · Sale · Disposed 50,000 · Balance 535,735

F1: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2022-04-19 transaction · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · 2022-04-19 · Sale · Disposed 535,735 · Balance 0

F1: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Common StockSEC Table I · non-derivativeIndirectSee footnotes3,983,967 Reported balance Holding disclosure · report date 2022-04-19 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 3,983,967

F2: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F3: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Filing footnotes · ownership attribution and instrument terms

F1: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F2: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F3: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes9,174,940 Reported balance After 2023-06-12 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2023-06-12 · Grant · Acquired 7,681,964 · Balance 9,174,940

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectSee footnotes30,913,997 Reported balance After 2023-06-12 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2023-06-12 · Grant · Acquired 28,082,484 · Balance 30,913,997

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,119,397 Reported balance After 2023-06-12 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2023-06-12 · Grant · Acquired 1,016,669 · Balance 1,119,397

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Series A Cumulative Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $5.25IndirectSee footnotes0 Reported balance After 2023-06-12 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2023-06-12 · Exercise / conversion · Disposed 6,955,912 · Balance 0

F6: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Series A Cumulative Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $5.25IndirectSee footnotes0 Reported balance After 2023-06-12 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2023-06-12 · Exercise / conversion · Disposed 25,428,298 · Balance 0

F6: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Series A Cumulative Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $5.25IndirectSee footnotes0 Reported balance After 2023-06-12 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2023-06-12 · Exercise / conversion · Disposed 920,580 · Balance 0

F6: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

F6: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class B ordinary sharesSEC Table II · derivative / convertible securityDirectNot disclosed Reported balance Holding disclosure · report date 2020-09-16 · row 1 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 1 · Balance Not disclosed

F3: As described in the issuer's registration statement on Form S-1 (File No. 333-248508) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001 will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

F1: This filing amends the Form 3 filed on September 16, 2020 to reflect the addition of Atlas OCM Holdings, LLC and Brookfield Asset Management, Inc. each as a Reporting Person. This Form 3 is being filed by Oaktree Acquisition Holdings II, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings II GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The director of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole managing member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas. Brookfield Asset Management, Inc. ("BAM") is the indirect owner of the class A units of Atlas.

F2: (Continued from footnote 1) Partners Limited is the sole owner of Class B Limited Voting Shares of BAM. Each reporting person under this Form 3 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 3 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 3.

Filing footnotes · ownership attribution and instrument terms

F1: This filing amends the Form 3 filed on September 16, 2020 to reflect the addition of Atlas OCM Holdings, LLC and Brookfield Asset Management, Inc. each as a Reporting Person. This Form 3 is being filed by Oaktree Acquisition Holdings II, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings II GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The director of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole managing member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas. Brookfield Asset Management, Inc. ("BAM") is the indirect owner of the class A units of Atlas.

F2: (Continued from footnote 1) Partners Limited is the sole owner of Class B Limited Voting Shares of BAM. Each reporting person under this Form 3 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 3 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 3.

F3: As described in the issuer's registration statement on Form S-1 (File No. 333-248508) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001 will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A ordinary sharesSEC Table I · non-derivativeDirect583,981 Reported balance After 2024-10-30 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-10-30 · Conversion · Acquired 33,981 · Balance 583,981

F4: Represents Class A ordinary shares, par value $0.0001, of the issuer (the "Private Placement Shares") that are included in the 33,981 additional private placement units (the "Private Placement Units") purchased by Holdings from the issuer in a private placement at $10.00 per Private Placement Unit in connection with the partial over-allotment option exercise of the underwriters of the issuer's initial public offering (the "Private Placement"), as described in the issuer's registration statement on Form S-1 (File No. 333-282508) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-fifth of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Class B ordinary sharesSEC Table II · derivative / convertible securityDirect4,799,758 Reported balance After 2024-10-30 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2024-10-30 · Other · Disposed 231,492 · Balance 4,799,758

F5: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F6: On October 30, 2024, the underwriters partially exercised the over-allotment option that was granted to them in connection with the issuer's initial public offering and purchased 1,699,029 additional public units. Concurrently, with the partial exercise of the over-allotment option, the underwriters also agreed to forfeit the portion of the over-allotment option that was not exercised and would have continued to be exercisable for 45 days from the date of the final prospectus related to the issuer's initial public offering. Based on the partial exercise of the over-allotment option, Holdings forfeited at no cost 231,492 Class B ordinary shares, as described in the Registration Statement.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Private placement warrantsSEC Table II · derivative / convertible securityDirect116,796 Reported balance After 2024-10-30 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2024-10-30 · Conversion · Acquired 6,796 · Balance 116,796

F7: Represents Private Placement Warrants included in the 33,981 Private Placement Units purchased by Holdings in connection with the Private Placement.

F8: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Private placement units (obligation to buy)SEC Table II · derivative / convertible securityDirect0 Reported balance After 2024-10-30 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2024-10-30 · Conversion · Disposed 33,981 · Balance 0

F9: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

F4: Represents Class A ordinary shares, par value $0.0001, of the issuer (the "Private Placement Shares") that are included in the 33,981 additional private placement units (the "Private Placement Units") purchased by Holdings from the issuer in a private placement at $10.00 per Private Placement Unit in connection with the partial over-allotment option exercise of the underwriters of the issuer's initial public offering (the "Private Placement"), as described in the issuer's registration statement on Form S-1 (File No. 333-282508) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-fifth of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.

F5: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F6: On October 30, 2024, the underwriters partially exercised the over-allotment option that was granted to them in connection with the issuer's initial public offering and purchased 1,699,029 additional public units. Concurrently, with the partial exercise of the over-allotment option, the underwriters also agreed to forfeit the portion of the over-allotment option that was not exercised and would have continued to be exercisable for 45 days from the date of the final prospectus related to the issuer's initial public offering. Based on the partial exercise of the over-allotment option, Holdings forfeited at no cost 231,492 Class B ordinary shares, as described in the Registration Statement.

F7: Represents Private Placement Warrants included in the 33,981 Private Placement Units purchased by Holdings in connection with the Private Placement.

F8: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F9: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class C Common StockSEC Table I · non-derivativeDirect15,443,610 Reported balance After 2023-06-14 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2023-06-14 · Other · Acquired 2,508,490 · Balance 15,443,610

F1: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F3: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Sitio Royalties Operating Partnership, LP UnitsSEC Table II · derivative / convertible securityIndirectSee footnotes2,508,490 Reported balance After 2023-06-14 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2023-06-14 · Other · Acquired 2,508,490 · Balance 2,508,490

F1: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F2: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F3: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F2: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F3: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Past disclosures · reporting ended (3)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2022-11-10. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect6,797,000 Reported balance After 2022-11-08 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-11-08 · Sale · Disposed 1,000,000 · Balance 6,797,000

F1: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2: Consists of 2,924,200 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 2,676,519 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 1,196,281 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), (iv) Fund X Delaware, (v) Fund Xb Delaware, (vi) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings, (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2: Consists of 2,924,200 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 2,676,519 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 1,196,281 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), (iv) Fund X Delaware, (v) Fund Xb Delaware, (vi) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings, (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Section 16 reporting ended · disclosed 2021-01-23. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeDirect3,773,437 Reported balance After 2021-01-20 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-01-20 · Other · Acquired 3,773,437 · Balance 3,773,437

F4: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

Class B Ordinary SharesSEC Table II · derivative / convertible securityDirect0 Reported balance After 2021-01-20 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2021-01-20 · Other · Disposed 5,031,250 · Balance 0

F4: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

WarrantsSEC Table II · derivative / convertible securityDirect3,012,500 Reported balance After 2021-01-20 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2021-01-20 · Other · Acquired 3,012,500 · Balance 3,012,500

F6: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F1: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

F4: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F6: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

Section 16 reporting ended · disclosed 2021-03-25. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, par value $0.0001 per shareSEC Table I · non-derivativeIndirectSee footnotes775,370 Reported balance After 2021-03-23 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2021-03-23 · Other · Disposed 1,169,847 · Balance 775,370

F1: On March 23, 2021, Infrastructure and Energy Alternatives, LLC ("IEA LLC") completed a distribution to its members, pro rata in accordance with such member's ownership interest in IEA LLC and the governing documents of IEA LLC, of 1,554,127 shares of Common Stock and warrants exercisable for 618,007 shares of Common Stock. As part of this distribution, Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") became the direct beneficial owner of (i) 384,280 shares of Common Stock and (ii) warrants exercisable for 481,181 shares of Common Stock.

F8: These securities remain subject to a lock-up agreement entered into between the Reporting Person and the representative of the underwriters for the public offering of the Issuer's common stock by Infrastructure and Energy Alternatives, LLC, which was completed in February 2021.

F2: Represents shares held of record by IEA LLC. Fund III is the controlling equity holder of IEA LLC. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F4: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F5: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

Common Stock, par value $0.0001 per shareSEC Table I · non-derivativeIndirectSee footnotes81,433 Reported balance Holding disclosure · report date 2021-03-23 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 81,433

F8: These securities remain subject to a lock-up agreement entered into between the Reporting Person and the representative of the underwriters for the public offering of the Issuer's common stock by Infrastructure and Energy Alternatives, LLC, which was completed in February 2021.

F3: Represents shares held of record by FIE. Includes 34,529 restricted stock units, which vest on March 26, 2021. Pursuant to the policies of Oaktree Capital Management L.P. ("OCM LP"), directors of the Issuer who are affiliated with the OCM hold these securities for the benefit of OCM FIE, LLC ("FIE"). OCM LP is the managing member of FIE. Oaktree Capital Management GP, LLC ("OCM GP") is the general partner of OCM LP. Atlas OCM Holdings, LLC ("Atlas") is the sole managing member of OCM GP.

F4: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F5: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

Filing footnotes · ownership attribution and instrument terms

F1: On March 23, 2021, Infrastructure and Energy Alternatives, LLC ("IEA LLC") completed a distribution to its members, pro rata in accordance with such member's ownership interest in IEA LLC and the governing documents of IEA LLC, of 1,554,127 shares of Common Stock and warrants exercisable for 618,007 shares of Common Stock. As part of this distribution, Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") became the direct beneficial owner of (i) 384,280 shares of Common Stock and (ii) warrants exercisable for 481,181 shares of Common Stock.

F2: Represents shares held of record by IEA LLC. Fund III is the controlling equity holder of IEA LLC. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F3: Represents shares held of record by FIE. Includes 34,529 restricted stock units, which vest on March 26, 2021. Pursuant to the policies of Oaktree Capital Management L.P. ("OCM LP"), directors of the Issuer who are affiliated with the OCM hold these securities for the benefit of OCM FIE, LLC ("FIE"). OCM LP is the managing member of FIE. Oaktree Capital Management GP, LLC ("OCM GP") is the general partner of OCM LP. Atlas OCM Holdings, LLC ("Atlas") is the sole managing member of OCM GP.

F4: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F5: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

F8: These securities remain subject to a lock-up agreement entered into between the Reporting Person and the representative of the underwriters for the public offering of the Issuer's common stock by Infrastructure and Energy Alternatives, LLC, which was completed in February 2021.

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
October 30, 2024 Filed Oct 31, 2024 20:15 UTC Oaktree Acquisition Corp. III Life Sciences OACC · Entity 6078 ConversionPrivate placement units (obligation to buy) · Derivative 33,981 Not disclosed Not disclosed
Disclosure

SEC source: 0000950170-24-119552 · ownership.xml · derivative · entry 4

Oaktree Acquisition Holdings III LS, LLC · CIK 0002037181 · 10% owner

Oaktree Acquisition Holdings III LS GP, Ltd. · CIK 0002029774 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Oaktree Capital Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

Brookfield Asset Management Ltd. · CIK 0001937926 · 10% owner

BROOKFIELD Corp /ON/ · CIK 0001001085 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A ordinary shares and private placement warrants · 33,981 shares

Expires not disclosed

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.

F9 · security: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · derivative.exercise_price: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · kind: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · price: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · derivative.exercise_date: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · derivative.expiration_date: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · derivative.underlying: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F9 · balance_after: Holdings had an obligation to purchase up to an additional 52,500 Private Placement Units, including 52,500 Private Placement Shares and 10,500 Private Placement Warrants, to the extent the underwriters of the issuer's initial public offering exercise their over-allotment option, as described in the Registration Statement. Holdings purchased 33,981 additional Private Placement Units in connection with the underwriters' partial exercise of their over-allotment option, with the remaining obligation to purchase 18,519 additional Private Placement Units being forfeited for no consideration.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2 · ownership.direct: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3 · ownership.direct: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Read SEC document
October 30, 2024 Filed Oct 31, 2024 20:15 UTC Oaktree Acquisition Corp. III Life Sciences OACC · Entity 6078 ConversionPrivate placement warrants · Derivative 6,796 Not disclosed Not disclosed
Disclosure

SEC source: 0000950170-24-119552 · ownership.xml · derivative · entry 3

Oaktree Acquisition Holdings III LS, LLC · CIK 0002037181 · 10% owner

Oaktree Acquisition Holdings III LS GP, Ltd. · CIK 0002029774 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Oaktree Capital Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

Brookfield Asset Management Ltd. · CIK 0001937926 · 10% owner

BROOKFIELD Corp /ON/ · CIK 0001001085 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 116,796

Underlying: Class A ordinary shares · 6,796 shares

Expires not disclosed

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.

F7 · security: Represents Private Placement Warrants included in the 33,981 Private Placement Units purchased by Holdings in connection with the Private Placement.

F8 · derivative.exercise_price: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · kind: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · price: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · derivative.exercise_date: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · derivative.expiration_date: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · derivative.underlying: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F8 · balance_after: Each Private Placement Warrant is exercisable for cash or cashless, as described in the Registration Statement. Assuming an exercise for cash, 6,796 Private Placement Shares could be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five years after the completion of the issuer's initial business combination or earlier upon redemption or liquidation of the company, as described in the Registration Statement.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2 · ownership.direct: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3 · ownership.direct: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

Read SEC document
October 30, 2024 Filed Oct 31, 2024 20:15 UTC Oaktree Acquisition Corp. III Life Sciences OACC · Entity 6078 OtherClass B ordinary shares · Derivative 231,492 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-119552 · ownership.xml · derivative · entry 2

Oaktree Acquisition Holdings III LS, LLC · CIK 0002037181 · 10% owner

Oaktree Acquisition Holdings III LS GP, Ltd. · CIK 0002029774 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Oaktree Capital Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

Brookfield Asset Management Ltd. · CIK 0001937926 · 10% owner

BROOKFIELD Corp /ON/ · CIK 0001001085 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 4,799,758

Underlying: Class A ordinary shares · 231,492 shares

Expires not disclosed

F5 · security: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F5 · derivative.exercise_price: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F6 · kind: On October 30, 2024, the underwriters partially exercised the over-allotment option that was granted to them in connection with the issuer's initial public offering and purchased 1,699,029 additional public units. Concurrently, with the partial exercise of the over-allotment option, the underwriters also agreed to forfeit the portion of the over-allotment option that was not exercised and would have continued to be exercisable for 45 days from the date of the final prospectus related to the issuer's initial public offering. Based on the partial exercise of the over-allotment option, Holdings forfeited at no cost 231,492 Class B ordinary shares, as described in the Registration Statement.

F5 · price: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F5 · derivative.exercise_date: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F5 · derivative.expiration_date: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F5 · derivative.underlying: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F5 · balance_after: As described in the Registration Statement under the heading "Description of Securities - Founder Shares", the Class B ordinary shares, par value $0.0001, will automatically convert into Class A ordinary shares, par value $0.0001, of the issuer at the time of the issuer's initial business combination on a one-for-one basis or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights, and have no expiration date.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2 · ownership.direct: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3 · ownership.direct: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

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October 30, 2024 Filed Oct 31, 2024 20:15 UTC Oaktree Acquisition Corp. III Life Sciences OACC · Entity 6078 ConversionClass A ordinary shares 33,981 $10.00 $339,810.00
Disclosure

SEC source: 0000950170-24-119552 · ownership.xml · nonDerivative · entry 1

Oaktree Acquisition Holdings III LS, LLC · CIK 0002037181 · 10% owner

Oaktree Acquisition Holdings III LS GP, Ltd. · CIK 0002029774 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Oaktree Capital Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

Brookfield Asset Management Ltd. · CIK 0001937926 · 10% owner

BROOKFIELD Corp /ON/ · CIK 0001001085 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 583,981

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.

F4 · security: Represents Class A ordinary shares, par value $0.0001, of the issuer (the "Private Placement Shares") that are included in the 33,981 additional private placement units (the "Private Placement Units") purchased by Holdings from the issuer in a private placement at $10.00 per Private Placement Unit in connection with the partial over-allotment option exercise of the underwriters of the issuer's initial public offering (the "Private Placement"), as described in the issuer's registration statement on Form S-1 (File No. 333-282508) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-fifth of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.

F4 · kind: Represents Class A ordinary shares, par value $0.0001, of the issuer (the "Private Placement Shares") that are included in the 33,981 additional private placement units (the "Private Placement Units") purchased by Holdings from the issuer in a private placement at $10.00 per Private Placement Unit in connection with the partial over-allotment option exercise of the underwriters of the issuer's initial public offering (the "Private Placement"), as described in the issuer's registration statement on Form S-1 (File No. 333-282508) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-fifth of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.

F4 · shares: Represents Class A ordinary shares, par value $0.0001, of the issuer (the "Private Placement Shares") that are included in the 33,981 additional private placement units (the "Private Placement Units") purchased by Holdings from the issuer in a private placement at $10.00 per Private Placement Unit in connection with the partial over-allotment option exercise of the underwriters of the issuer's initial public offering (the "Private Placement"), as described in the issuer's registration statement on Form S-1 (File No. 333-282508) (the "Registration Statement"). Each Private Placement Unit is comprised of one Private Placement Share and one-fifth of one warrant (the "Private Placement Warrants"), each whole Private Placement Warrant exercisable to purchase one Private Placement Share. Does not represent any Private Placement Shares issuable upon the exercise of Private Placement Warrants.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings III, LLC ("Holdings"). The managing member of Holdings is Oaktree Acquisition Holdings III LS GP, Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Oaktree GP"). The sole managing member of Oaktree GP is Oaktree Capital Holdings, LLC ("OCH"). Oaktree Capital Group Holdings, L.P. ("OCGH") is the direct owner of all of the Class B units of OCH. Brookfield Corporation ("BN") and Brookfield Asset Management, Ltd. ("BAM" and, together with BN, "Brookfield") are the indirect owners of all of the Class A units of OCH. Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the general partner of OCGH.

F2 · ownership.direct: (Continued from footnote 1) BAM Partners Trust (the "BAM Partnership") is the sole owner of class B Limited Voting Shares of each of BN and BAM. These shares provide the holder thereof with the right to elect one half of the board of directors of each of BN and BAM and, as such, may indirectly control the decisions of Brookfield regarding the votes and disposition of securities held of record by Holdings; therefore the BAM Partnership may be deemed to have indirect beneficial ownership of the Class B ordinary shares held of record by Holdings.

F3 · ownership.direct: (Continued from footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the Class B ordinary shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any Class B ordinary share covered by this Form 4.

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June 14, 2023 Filed Jun 23, 2023 16:27 UTC Sitio Royalties Corp. STR · Entity 15067 OtherSitio Royalties Operating Partnership, LP Units · Derivative 2,508,490 Not disclosed Not disclosed
Disclosure

SEC source: 0000950142-23-001786 · es230370765_4-sitio1.xml · derivative · entry 2

Source Energy Permian II, LLC · CIK 0001982242 · 10% owner

Sierra Energy Royalties, LLC · CIK 0001982173 · 10% owner

Sierra Energy Intermediate, LLC · CIK 0001982243 · 10% owner

Sierra Energy Holdings, LLC · CIK 0001982056 · 10% owner

Opps XI PVDC PT, L.P. · CIK 0001982314 · 10% owner

Oaktree Fund AIF Series (Cayman), L.P. · CIK 0001982798 · 10% owner

Oaktree AIF (Cayman) GP Ltd. · CIK 0001981946 · 10% owner

OCM FIE, LLC · CIK 0001498954 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 2,508,490

Underlying: Class A Common Stock · 2,508,490 shares

Expires not disclosed

F1 · derivative.exercise_price: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F2 · price: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F2 · derivative.exercise_date: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F2 · derivative.expiration_date: The terms of the Second Amendment to Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, L.P. ("Opco") provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F3 · ownership.nature: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4 · ownership.nature: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5 · ownership.nature: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6 · ownership.nature: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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June 14, 2023 Filed Jun 23, 2023 16:27 UTC Sitio Royalties Corp. STR · Entity 15067 OtherClass C Common Stock 2,508,490 Not disclosed Not disclosed
Disclosure

SEC source: 0000950142-23-001786 · es230370765_4-sitio1.xml · nonDerivative · entry 1

Source Energy Permian II, LLC · CIK 0001982242 · 10% owner

Sierra Energy Royalties, LLC · CIK 0001982173 · 10% owner

Sierra Energy Intermediate, LLC · CIK 0001982243 · 10% owner

Sierra Energy Holdings, LLC · CIK 0001982056 · 10% owner

Opps XI PVDC PT, L.P. · CIK 0001982314 · 10% owner

Oaktree Fund AIF Series (Cayman), L.P. · CIK 0001982798 · 10% owner

Oaktree AIF (Cayman) GP Ltd. · CIK 0001981946 · 10% owner

OCM FIE, LLC · CIK 0001498954 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 15,443,610

F1 · price: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F1 · balance_after: On June 14, 2023, pursuant to the Contribution Agreement, dated as of June 14, 2023 (the "Contribution Agreement"), Sitio Royalties Corp. (the "Issuer") issued to (i) Source Energy Permian II, LLC ("Source") 5,610 shares of Class C Common Stock of the Issuer, par value $0.0001 per share ("Class C Common Stock") and (ii) Sierra Energy Royalties, LLC ("Sierra") 2,502,880 of Class C Common Stock.

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Source, as the direct holder of securities, (ii) Sierra, as the direct holder of securities, (iii) Sierra Energy Intermediate, LLC ("Sierra Intermediate") in its capacity as the sole member of Source and the sole member of Sierra, (iv) Sierra Energy Holdings, LLC ("Sierra Holdings"), in its capacity as the sole member of Sierra Intermediate, (v) Opps XI PVDC PT, L.P. ("Opps XI"), in its capacity as the majority equity holder of Sierra Holdings, (vi) Oaktree Fund AIF Series (Cayman), L.P. ("Oaktree Fund AIF Series"), in its capacity as the general partner of Opps XI, (vii) Oaktree AIF (Cayman) GP Ltd. ("Oaktree AIF"), in its capacity as the general partner of Oaktree Fund AIF Series, (viii) OCM FIE, LLC ("FIE"), as the direct holder of securities, (ix) Oaktree Capital Management, L.P. ("Management"), in its capacity as the director of Oaktree AIF GP (cont'd in FN 4),

F4 · ownership.direct: (cont'd from FN 3) and the managing member of FIE, (x) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xi) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xii) Source Energy Partners, LLC ("Source Energy"), as the direct holder of securities, (xiii) OCM Source Holdings, L.P. ("OCM Source"), in its capacity as the sole owner of Series A Units of Source Energy, (ix) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of OCM Source, (xv) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of Fund GP, (xvi) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I, (xvii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the (cont'd in FN 5)

F5 · ownership.direct: (cont'd from FN 4) general partner of Capital I, (xviii) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (xix) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings, (xx) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of OCG and Atlas, (xxi) Brookfield Corporation ("Brookfield"), in its capacity as the indirect owner of the class A units of OCG, (xxii) Brookfield Asset Management ULC ("Brookfield ULC"), in its capacity as the indirect owner of the class A units of Atlas and (xxiii) BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

F6 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Exercise / conversionSeries A Cumulative Convertible Preferred Stock · Derivative 920,580 Not disclosed Strike: $5.25 Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · derivative · entry 6

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 920,580 shares

Expires not disclosed

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.

F6 · derivative.exercise_price: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F6 · derivative.exercise_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F6 · derivative.expiration_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Exercise / conversionSeries A Cumulative Convertible Preferred Stock · Derivative 25,428,298 Not disclosed Strike: $5.25 Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · derivative · entry 5

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 25,428,298 shares

Expires not disclosed

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.

F6 · derivative.exercise_price: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F6 · derivative.exercise_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F6 · derivative.expiration_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Exercise / conversionSeries A Cumulative Convertible Preferred Stock · Derivative 6,955,912 Not disclosed Strike: $5.25 Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · derivative · entry 4

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 6,955,912 shares

Expires not disclosed

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.

F6 · derivative.exercise_price: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F6 · derivative.exercise_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F6 · derivative.expiration_date: On the Conversion Date, each share of Series A Preferred Stock was automatically converted into one share of Common Stock pursuant to the terms of the Certificate of Designations.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 1,016,669 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · nonDerivative · entry 3

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 1,119,397

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · acquired: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · acquired: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 28,082,484 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · nonDerivative · entry 2

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 30,913,997

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · acquired: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · acquired: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 12, 2023 Filed Jun 14, 2023 20:11 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 7,681,964 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-015528 · doc4.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 9,174,940

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · kind: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · kind: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · shares: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · shares: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · price: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · price: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated on June 12, 2023 (the "Conversion Date"), pursuant to the Transaction Agreement and the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company (the "Certificate of Designations"), dated as of June 6, 2023. On the Conversion Date, each share of Series A Cumulative Convertible Preferred Stock,

F2 · acquired: (continued from footnote 1) par value $0.001 per share ("Series A Preferred Stock") of the Company was automatically converted into one fully-paid, non-assessable share of Company's common stock, $0.001 par value per share ("Common Stock") and each holder of Series A Preferred Stock was deemed to be the holder of record of the Common Stock issuable upon such conversion. Further, in connection with such conversion, the Company is obligated to pay to the holders, including VOF Holdings, GTM Holdings and Phoenix, in respect of each share of Series A Preferred Stock held immediately prior to the Conversion, (i) $0.144375 in cash, and (ii) approximately 0.104379 shares of Common Stock (representing $0.853509 in accrued and unpaid dividends per share of Series A Preferred Stock,

F3 · acquired: (continued from footnote 2) valued at $8.177 per share), subject to adjustments pursuant to the Certificate of Designations to avoid the issuance of fractional shares of Common Stock. The amounts reflected in this Form 4 include both the shares issuable upon conversion as well as the additional shares issuable with respect to accrued and unpaid dividends. Following the Conversion Date, the Reporting Persons no longer own any shares of Series A Preferred Stock.

F4 · ownership.nature: These shares of Common Stock are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management,

F5 · ownership.nature: (continued from footnote 4) Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership. Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Disposition to issuerSeries A Cumulative Convertible Preferred Stock · Derivative 984,182 $8.18 Strike: $5.25 $8,047,656.21
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · derivative · entry 6

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 920,580

Underlying: Common Stock · 984,182 shares

Expires not disclosed

F5 · derivative.exercise_price: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F5 · derivative.exercise_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F5 · derivative.expiration_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Disposition to issuerSeries A Cumulative Convertible Preferred Stock · Derivative 27,127,173 $8.18 Strike: $5.25 $221,818,893.62
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · derivative · entry 5

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 25,428,298

Underlying: Common Stock · 27,127,173 shares

Expires not disclosed

F5 · derivative.exercise_price: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F5 · derivative.exercise_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F5 · derivative.expiration_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

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June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 Disposition to issuerSeries A Cumulative Convertible Preferred Stock · Derivative 7,418,669 $8.18 Strike: $5.25 $60,662,456.41
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · derivative · entry 4

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 6,955,912

Underlying: Common Stock · 7,418,669 shares

Expires not disclosed

F5 · derivative.exercise_price: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F5 · derivative.exercise_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F5 · derivative.expiration_date: Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 102,728 $8.18 $840,006.86
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · nonDerivative · entry 3

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 1,023,308

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 2,831,513 $8.18 $23,153,281.80
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · nonDerivative · entry 2

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 28,259,811

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
June 06, 2023 Filed Jun 9, 2023 10:15 UTC Garrett Motion Inc. GTX,GTXAP · Entity 1720 GrantCommon Stock 774,354 $8.18 $6,331,892.66
Disclosure

SEC source: 0000899243-23-015057 · doc4.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

OCM Opps GTM Holdings, LLC · CIK 0001860759 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 8,448,888

F1 · kind: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · shares: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · price: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F1 · acquired: On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.

F2 · ownership.nature: These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),

F3 · ownership.nature: (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F4 · ownership.nature: (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.

Read SEC document
November 08, 2022 Filed Nov 10, 2022 22:18 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 1,000,000 $9.60 $9,603,600.00
Disclosure

SEC source: 0000950142-22-003150 · es220303398_4-berry2.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,797,000

F1 · balance_after: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2 · balance_after: Consists of 2,924,200 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 2,676,519 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 1,196,281 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), (iv) Fund X Delaware, (v) Fund Xb Delaware, (vi) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings, (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

Read SEC document
October 13, 2022 Filed Oct 18, 2022 00:59 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 2,825,000 $8.50 $24,012,500.00
Disclosure

SEC source: 0000950142-22-002920 · es220295584_4-berry2.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,797,000

F1 · balance_after: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2 · balance_after: Consists of 3,354,419 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 3,070,299 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 1,372,282 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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October 07, 2022 Filed Oct 11, 2022 22:40 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 1,000,000 $9.00 $9,000,000.00
Disclosure

SEC source: 0000950142-22-002865 · es220294106_4-berry2.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,622,000

F1 · balance_after: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2 · balance_after: Consists of 4,569,788 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 4,182,726 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 1,869,486 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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June 02, 2022 Filed Jun 3, 2022 21:39 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 191,591 $11.30 $2,164,978.30
Disclosure

SEC source: 0000950142-22-001835 · es220258652_4-berry2.xml · nonDerivative · entry 2

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,622,000

F1 · balance_after: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2 · balance_after: Consists of 5,000,008 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 4,576,505 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 2,045,487 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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June 01, 2022 Filed Jun 3, 2022 21:39 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 435,048 $11.33 $4,929,093.84
Disclosure

SEC source: 0000950142-22-001835 · es220258652_4-berry2.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,813,591

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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May 31, 2022 Filed Jun 1, 2022 00:49 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 254,754 $11.32 $2,883,815.28
Disclosure

SEC source: 0000950142-22-001793 · es220257461_4-berry2.xml · nonDerivative · entry 3

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,227,043

F1 · balance_after: This Form 4 is being filed by the Reporting Persons (as defined below) to reflect the acquisition of beneficial ownership (as defined under Section 13D of the Securities Exchange Act of 1934, as amended) of more than 10% of the common stock, par value $0.001 per share (the "Common Stock") of the Issuer. The Reporting Persons had, prior to the above described acquisition on the date of the event requiring this Form 3, beneficially owned less than 10% of the Common Stock.

F2 · balance_after: Consists of 5,269,600 shares of Common Stock held by Oaktree Opportunities Fund X Holdings (Delaware), L.P. ("Fund X Delaware"), 4,823,263 shares of Common Stock held by Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. ("Fund Xb Delaware") and 2,155,776 shares of Common Stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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May 27, 2022 Filed Jun 1, 2022 00:49 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 246,005 $11.34 $2,789,696.70
Disclosure

SEC source: 0000950142-22-001793 · es220257461_4-berry2.xml · nonDerivative · entry 2

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,481,797

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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May 26, 2022 Filed Jun 1, 2022 00:49 UTC Berry Corp (bry) BRY · Entity 71163 SaleCommon Stock 163,915 $11.35 $1,860,435.25
Disclosure

SEC source: 0000950142-22-001793 · es220257461_4-berry2.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,727,802

F3 · ownership.direct: This Form 4 is being filed jointly by (each "Reporting Person" and, collectively, the "Reporting Persons") (i) Fund X Delaware, (ii) Fund Xb Delaware, (iii) Oaktree Fund GP, LLC ("Fund GP") in its capacity as the general partner of Fund X Delaware and Fund Xb Delaware, (iv) VOF Holdings, (v) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") in its capacity as the general partner of VOF Holdings, (vi) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd.") in its capacity as the general partner of VOF GP, (vii) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the managing member of Fund GP and the sole shareholder of VOF GP Ltd., (viii) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I, (ix) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I, (x) Oaktree Holdings, LLC ("Holdings") in its capacity as the managing member of Holdings I, (cont'd in FN 4)

F4 · ownership.direct: (cont'd from FN 3) (xi) Oaktree Capital Management, L.P. ("Management") in its capacity as the sole director of VOF GP Ltd, (xii) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xiii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the sole managing member of Management GP, (xiv) Oaktree Capital Group, LLC ("OCG") in its capacity as the managing member of Holdings (xv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the indirect owner of the class B units of each of OCG and Atlas, (xvi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock and Series A Preferred Stock reported herein. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of the securities reported herein beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

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April 19, 2022 Filed Apr 21, 2022 22:45 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 SaleCommon Stock 535,735 $30.87 $16,538,139.45
Disclosure

SEC source: 0000950142-22-001467 · es220245912_4-cbl2.xml · nonDerivative · entry 2

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 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 · balance_after: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5 · ownership.nature: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

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April 19, 2022 Filed Apr 21, 2022 22:45 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 SaleCommon Stock 50,000 $32.40 $1,620,000.00
Disclosure

SEC source: 0000950142-22-001467 · es220245912_4-cbl2.xml · nonDerivative · entry 1

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

BAM Partners Trust · CIK 0001861643 · 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: 535,735

F1 · balance_after: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (con't in FN5)

F5 · ownership.nature: (con't from FN4) (xv) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and (xvi) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
April 12, 2022 Filed Apr 14, 2022 20:05 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 SaleCommon Stock 5,925 $32.13 $190,392.77
Disclosure

SEC source: 0000950142-22-001404 · es220244163_4-cbl2.xml · nonDerivative · entry 1

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · balance_after: Consists of shares of common stock held by Wells Street Global Partners LP ("WSGP").

F4 · ownership.direct: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F5 · ownership.direct: (con't from FN4) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) WSGP, (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN6)

F6 · ownership.direct: (con't from FN5) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

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February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 Conversion7.0% Exchangeable Senior Secured Notes due 2028 · Derivative 243,420 $3,324,573.00 Strike: $16.67 $809,267,559,660.00
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · derivative · entry 4

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 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: Common Stock · 243,420 shares

Expires 2028-11-15

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.

F7 · price: Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment.

F6 · derivative.underlying_shares: Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture.

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 Conversion7.0% Exchangeable Senior Secured Notes due 2028 · Derivative 2,161,983 $29,527,685.00 Strike: $16.67 $63,838,352,999,355.00
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · derivative · entry 3

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 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: Common Stock · 2,161,983 shares

Expires 2028-11-15

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.

F7 · price: Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment.

F6 · derivative.underlying_shares: Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture.

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 ConversionCommon Stock 243,420 $16.67 $4,057,811.40
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · nonDerivative · entry 2

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 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: 585,735

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 · balance_after: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 ConversionCommon Stock 2,161,983 $16.67 $36,040,256.61
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · nonDerivative · entry 1

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 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: 3,983,967

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 · balance_after: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
April 30, 2021 Filed May 4, 2021 22:43 UTC Garrett Motion Inc. GTX · Entity 1720 OtherCommon Stock 3,593,111 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-018233 · doc4.xml · nonDerivative · entry 1

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Value Opportunities Fund Holdings, L.P. · CIK 0001474241 · 10% owner

Oaktree Value Opportunities Fund GP, L.P. · CIK 0001474239 · 10% owner

Oaktree Value Opportunities Fund GP Ltd. · CIK 0001474240 · 10% owner

Oaktree Fund GP, LLC · CIK 0001499005 · 10% owner

OAKTREE FUND GP I, L.P. · CIK 0001402746 · 10% owner

Oaktree Capital I, L.P. · CIK 0001403530 · 10% owner

OCM HOLDINGS I, LLC · CIK 0001407178 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 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: On April 30, 2021, Garrett Motion Inc.'s (the "Company") plan of reorganization became effective which automatically terminated the Second Amended and Restated Plan Support Agreement. Upon the effective date of the plan of reorganization, all then outstanding shares of Common Stock were cancelled. As a result, on April 30, 2021, each of the Reporting Persons listed herein ceased to be the beneficial owner of any shares of Common Stock, and instead acquired beneficial ownership of newly issued securities in the reorganized Company. These newly acquired interests in the Company shall be reported on a subsequent Form 3 filing.

F2 · shares: These shares of common stock, $0.001 par value per share (the "Shares"), of the Company were beneficially owned by Oaktree Capital Management, L.P., ("Management") and OCM Opps GTM Holdings, LLC ("GTM Holdings") as a result of being the investment manager of certain private investment funds that directly held Shares, including Oaktree Value Opportunities Fund Holdings, L.P., ("VOF Holdings"), Oaktree Value Opportunities Fund GP, L.P., ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd., ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC, ("Fund GP"), as general partner of GTM Holdings, Oaktree Fund GP I, L.P., ("GP I"), as managing member of Fund GP and the sole shareholder of VOF GP Ltd., Oaktree Capital I, L.P., ("Capital I"), as general partner of GP I, OCM Holdings I, LLC, ("Holdings I"), as general partner of Capital I and to hold limited partnership interests in Capital I, Oaktree Holdings LLC, ("Holdings"),

F3 · shares: (Continued from footnote 2) as managing member of Holdings I, Oaktree Capital Management GP, LLC, ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC, ("Atlas"), as manager of Management GP, Oaktree Capital Group, LLC, ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC, ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Asset Management, Inc., ("BAM"), as indirect owner of the class A units of each of OCG and Atlas, and BAM Partners Trust, (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BAM. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

F1 · balance_after: On April 30, 2021, Garrett Motion Inc.'s (the "Company") plan of reorganization became effective which automatically terminated the Second Amended and Restated Plan Support Agreement. Upon the effective date of the plan of reorganization, all then outstanding shares of Common Stock were cancelled. As a result, on April 30, 2021, each of the Reporting Persons listed herein ceased to be the beneficial owner of any shares of Common Stock, and instead acquired beneficial ownership of newly issued securities in the reorganized Company. These newly acquired interests in the Company shall be reported on a subsequent Form 3 filing.

F2 · ownership.nature: These shares of common stock, $0.001 par value per share (the "Shares"), of the Company were beneficially owned by Oaktree Capital Management, L.P., ("Management") and OCM Opps GTM Holdings, LLC ("GTM Holdings") as a result of being the investment manager of certain private investment funds that directly held Shares, including Oaktree Value Opportunities Fund Holdings, L.P., ("VOF Holdings"), Oaktree Value Opportunities Fund GP, L.P., ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd., ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC, ("Fund GP"), as general partner of GTM Holdings, Oaktree Fund GP I, L.P., ("GP I"), as managing member of Fund GP and the sole shareholder of VOF GP Ltd., Oaktree Capital I, L.P., ("Capital I"), as general partner of GP I, OCM Holdings I, LLC, ("Holdings I"), as general partner of Capital I and to hold limited partnership interests in Capital I, Oaktree Holdings LLC, ("Holdings"),

F3 · ownership.nature: (Continued from footnote 2) as managing member of Holdings I, Oaktree Capital Management GP, LLC, ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC, ("Atlas"), as manager of Management GP, Oaktree Capital Group, LLC, ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC, ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Asset Management, Inc., ("BAM"), as indirect owner of the class A units of each of OCG and Atlas, and BAM Partners Trust, (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BAM. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.

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March 23, 2021 Filed Mar 25, 2021 21:05 UTC Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 OtherCommon Stock, par value $0.0001 per share 1,169,847 Not disclosed Not disclosed
Disclosure

SEC source: 0000950142-21-001058 · es210140080_4-iea2.xml · nonDerivative · entry 1

OCM FIE, LLC · CIK 0001498954 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · Director · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · Director · 10% owner

OT POF IEA Preferred B Aggregator GP LLC · CIK 0001776998 · Director · 10% owner

OT POF IEA Preferred B Aggregator, L.P. · CIK 0001777006 · Director · 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: 775,370

F1 · kind: On March 23, 2021, Infrastructure and Energy Alternatives, LLC ("IEA LLC") completed a distribution to its members, pro rata in accordance with such member's ownership interest in IEA LLC and the governing documents of IEA LLC, of 1,554,127 shares of Common Stock and warrants exercisable for 618,007 shares of Common Stock. As part of this distribution, Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") became the direct beneficial owner of (i) 384,280 shares of Common Stock and (ii) warrants exercisable for 481,181 shares of Common Stock.

F1 · price: On March 23, 2021, Infrastructure and Energy Alternatives, LLC ("IEA LLC") completed a distribution to its members, pro rata in accordance with such member's ownership interest in IEA LLC and the governing documents of IEA LLC, of 1,554,127 shares of Common Stock and warrants exercisable for 618,007 shares of Common Stock. As part of this distribution, Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") became the direct beneficial owner of (i) 384,280 shares of Common Stock and (ii) warrants exercisable for 481,181 shares of Common Stock.

F8 · balance_after: These securities remain subject to a lock-up agreement entered into between the Reporting Person and the representative of the underwriters for the public offering of the Issuer's common stock by Infrastructure and Energy Alternatives, LLC, which was completed in February 2021.

F2 · ownership.nature: Represents shares held of record by IEA LLC. Fund III is the controlling equity holder of IEA LLC. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F4 · ownership.nature: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.nature: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6 · ownership.nature: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.nature: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

Read SEC document
February 09, 2021 Filed Feb 10, 2021 21:41 UTC Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 SaleSeries B-3 Preferred Stock par value $0.0001 per share 19,123.87 $1,071.13 $20,484,150.87
Disclosure

SEC source: 0000950142-21-000474 · es210127129_4-iea2.xml · nonDerivative · entry 5

OCM FIE, LLC · CIK 0001498954 · Director · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · Director · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · Director · 10% owner

OT POF IEA Preferred B Aggregator GP LLC · CIK 0001776998 · Director · 10% owner

OT POF IEA Preferred B Aggregator, L.P. · CIK 0001777006 · Director · 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

F9 · shares: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

F2 · ownership.nature: Represents shares held of record by OT POF IEA Preferred B Aggregator, L.P. ("Preferred B Aggregator"), which may be deemed to be indirectly held by the Reporting Persons. The general partner of Preferred B Aggregator is OT POF IEA Preferred B Aggregator GP, LLC ("Preferred B Aggregator GP").

F3 · ownership.nature: Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") is the controlling equity holder of IEA LLC and the managing member of Preferred B Aggregator GP. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F5 · ownership.nature: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F6 · ownership.nature: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F8 · ownership.nature: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

F9 · ownership.nature: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

Read SEC document
February 09, 2021 Filed Feb 10, 2021 21:41 UTC Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 SaleSeries B-1 Preferred Stock, par value $0.0001 per share 20,000 $1,166.94 $23,338,800.00
Disclosure

SEC source: 0000950142-21-000474 · es210127129_4-iea2.xml · nonDerivative · entry 4

OCM FIE, LLC · CIK 0001498954 · Director · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · Director · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · Director · 10% owner

OT POF IEA Preferred B Aggregator GP LLC · CIK 0001776998 · Director · 10% owner

OT POF IEA Preferred B Aggregator, L.P. · CIK 0001777006 · Director · 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

F9 · shares: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

F2 · ownership.nature: Represents shares held of record by OT POF IEA Preferred B Aggregator, L.P. ("Preferred B Aggregator"), which may be deemed to be indirectly held by the Reporting Persons. The general partner of Preferred B Aggregator is OT POF IEA Preferred B Aggregator GP, LLC ("Preferred B Aggregator GP").

F3 · ownership.nature: Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") is the controlling equity holder of IEA LLC and the managing member of Preferred B Aggregator GP. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F5 · ownership.nature: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F6 · ownership.nature: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F8 · ownership.nature: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

F9 · ownership.nature: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

Read SEC document
February 09, 2021 Filed Feb 10, 2021 21:41 UTC Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 SaleSeries A Preferred Stock, par value $0.0001 per share 17,482.5 $1,267.11 $22,152,250.58
Disclosure

SEC source: 0000950142-21-000474 · es210127129_4-iea2.xml · nonDerivative · entry 3

OCM FIE, LLC · CIK 0001498954 · Director · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · Director · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · Director · 10% owner

OT POF IEA Preferred B Aggregator GP LLC · CIK 0001776998 · Director · 10% owner

OT POF IEA Preferred B Aggregator, L.P. · CIK 0001777006 · Director · 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

F9 · shares: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

F2 · ownership.nature: Represents shares held of record by OT POF IEA Preferred B Aggregator, L.P. ("Preferred B Aggregator"), which may be deemed to be indirectly held by the Reporting Persons. The general partner of Preferred B Aggregator is OT POF IEA Preferred B Aggregator GP, LLC ("Preferred B Aggregator GP").

F3 · ownership.nature: Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") is the controlling equity holder of IEA LLC and the managing member of Preferred B Aggregator GP. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F5 · ownership.nature: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F6 · ownership.nature: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F8 · ownership.nature: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

F9 · ownership.nature: On February 3, 2021, Ares Special Situations Fund IV, L.P. ("ASSF IV") and ASOF Holdings I, L.P. ("ASOF Holdings" and together with ASSF IV, the "Ares Parties"), IEA LLC and Preferred B Aggregator (collectively, the "Oaktree Parties") and Fund III, entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Ares Parties agreed to purchase all of the Series A Preferred Stock, par value $0.0001 per share, Series B-1 Preferred Stock, par value $0.0001 per share, and Series B-3 Preferred Stock, par value $0.0001 per share, held by IEA LLC and Preferred B Aggregator for total aggregate consideration of approximately $66.0 million. The closing of the transactions under the Securities Purchase Agreement was conditional upon, among other things, the selling stockholder selling a minimum of $60,000,000 of common stock in an underwritten public offering, which was consummated on February 8, 2021.

Read SEC document
February 08, 2021 Filed Feb 10, 2021 21:41 UTC Infrastructure & Energy Alternatives, Inc. IEA · Entity 123160 SaleCommon Stock, par value $0.0001 per share 8,853,283 $16.75 $148,292,490.25
Disclosure

SEC source: 0000950142-21-000474 · es210127129_4-iea2.xml · nonDerivative · entry 1

OCM FIE, LLC · CIK 0001498954 · Director · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · Director · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · Director · 10% owner

OT POF IEA Preferred B Aggregator GP LLC · CIK 0001776998 · Director · 10% owner

OT POF IEA Preferred B Aggregator, L.P. · CIK 0001777006 · Director · 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: 1,945,217

F1 · ownership.nature: Represents shares held of record by Infrastructure and Energy Alternatives, LLC ("IEA LLC").

F3 · ownership.nature: Oaktree Power Opportunities Fund III Delaware, L.P. ("Fund III") is the controlling equity holder of IEA LLC and the managing member of Preferred B Aggregator GP. The general partner of Fund III is Oaktree Fund GP, LLC. The managing member of Oaktree Fund GP, LLC is Oaktree Fund GP I, L.P. The general partner of Oaktree Fund GP I, L.P. is Oaktree Capital I, L.P. The general partner of Oaktree Capital I, L.P. is OCM Holdings I, LLC. The managing member of OCM Holdings I, LLC is Oaktree Holdings, LLC. The managing member of Oaktree Holdings, LLC is Oaktree Capital Group, LLC ("OCG").

F5 · ownership.nature: Brookfield Asset Management Inc. ("BAM") is the indirect owner of the class A units of OCG and Atlas. Partners Limited is the sole owner of Class B Limited Voting Shares of BAM.

F6 · ownership.nature: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F8 · ownership.nature: Each reporting person is filing this Form 4 pursuant to Rule 16a-3(j) under the Securities and Exchange Act of 1934, as amended.

F10 · ownership.nature: On December 30, 2020, IEA LLC distributed 40,000 shares of common stock to Christopher Hanson, the Issuer's Executive Vice President of Wind Operations and a member of IEA LLC, as a pro rata in-kind distribution in respect of his membership interest in IEA LLC, who in turn donated these shares to the Dash Foundation Inc.

Read SEC document
January 20, 2021 Filed Jan 23, 2021 01:39 UTC Hims & Hers Health, Inc. OAC · Entity 1878 OtherWarrants · Derivative 3,012,500 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-003052 · doc4.xml · derivative · entry 3

Oaktree Acquisition Holdings, L.P. · CIK 0001773790 · 10% owner

Partners Ltd · CIK 0001540229 · 10% owner

Oaktree Acquisition Holdings GP Ltd. · CIK 0001773788 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,012,500

Underlying: Class A Common Stock · 3,012,500 shares

Expires not disclosed

F6 · derivative.exercise_price: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · kind: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · shares: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · price: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · derivative.exercise_date: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · derivative.expiration_date: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · derivative.underlying_shares: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F6 · balance_after: In connection with the Domestication, 1,004,167 of the private placement warrants of the Company ("OAC Private Placement Warrants) held by Holdings, which previously entitled Holdings to purchase one OAC Class A Ordinary Share at a price of $11.50 per whole share at any time commencing on the later of one year from the closing of the Company's initial public offering or thirty (30) days after the completion of an initial business combination of the Company, were forfeited and surrendered for no consideration and the remaining 3,012,500 OAC Private Placement Warrants converted into warrants of New Hims (each a "New Hims Warrant") simultaneously with the closing of the Business Combination, with each whole New Hims Warrant entitling the holder thereof to the right to purchase one share of New Hims Class A Common Stock.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2 · ownership.direct: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3 · ownership.direct: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

Read SEC document
January 20, 2021 Filed Jan 23, 2021 01:39 UTC Hims & Hers Health, Inc. OAC · Entity 1878 OtherClass B Ordinary Shares · Derivative 5,031,250 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-003052 · doc4.xml · derivative · entry 2

Oaktree Acquisition Holdings, L.P. · CIK 0001773790 · 10% owner

Partners Ltd · CIK 0001540229 · 10% owner

Oaktree Acquisition Holdings GP Ltd. · CIK 0001773788 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A ordinary shares · 5,031,250 shares

Expires not disclosed

F4 · derivative.exercise_price: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F4 · kind: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · kind: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · shares: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · shares: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · price: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · price: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · derivative.exercise_date: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · derivative.exercise_date: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · derivative.expiration_date: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · derivative.expiration_date: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · derivative.underlying_shares: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · derivative.underlying_shares: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · balance_after: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · balance_after: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2 · ownership.direct: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3 · ownership.direct: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

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January 20, 2021 Filed Jan 23, 2021 01:39 UTC Hims & Hers Health, Inc. OAC · Entity 1878 OtherClass A Common Stock 3,773,437 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-003052 · doc4.xml · nonDerivative · entry 1

Oaktree Acquisition Holdings, L.P. · CIK 0001773790 · 10% owner

Partners Ltd · CIK 0001540229 · 10% owner

Oaktree Acquisition Holdings GP Ltd. · CIK 0001773788 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,773,437

F4 · kind: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · kind: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · shares: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · shares: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · price: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · price: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · acquired: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · acquired: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F4 · balance_after: In connection with the Agreement and Plan of Merger, dated September 30, 2020, by and among Oaktree Acquisition Corp. (the "Company"), Hims, Inc. ("Hims"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), the Company domesticated as a Delaware corporation (the "Domestication") and changed its name to "Hims & Hers, Inc." ("New Hims"). In connection with the Domestication, 1,257,813 of Holdings' Class B ordinary shares, par value $0.0001, of the Company ("OAC Class B Ordinary Shares"), which were previously convertible into Class A ordinary shares, par value $0.0001, of the Company ("OAC Class A Ordinary Shares"), were forfeited and surrendered for no consideration and the remaining 3,773,437 OAC Class B Ordinary Shares held by Holdings converted to shares of Class A common stock, par value $0.0001, of New Hims ("New Hims Class A Common Stock") simultaneously with the closing of the Business Combination.

F5 · balance_after: (Continued from Footnote 4) After giving effect to this transaction, Holdings will own less than 10% of the outstanding common stock of New Hims.

F1 · ownership.direct: This Form 4 is being filed by Oaktree Acquisition Holdings, L.P. ("Holdings"). The general partner of Holdings is Oaktree Acquisition Holdings GP Ltd. ("Holdings GP"). The director of Holdings GP is Oaktree Capital Management, L.P. ("Oaktree"). The general partner of Oaktree is Oaktree Capital Management GP, LLC ("Management GP"). The sole member of Management GP is Atlas OCM Holdings, LLC ("Atlas"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Atlas and has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the New Hims Class A Common Stock (as defined below) held by Holdings.

F2 · ownership.direct: (Continued from Footnote 1) Brookfield Asset Management, Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG GP and Atlas, has the ability to appoint and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Holdings; therefore BAM may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock (as defined below) held by Holdings. Partners Limited ("Partners"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM, has the ability to appoint and remove certain directors of BAM and, as such, may indirectly control the decisions of BAM regarding the vote and disposition of securities held by Holdings; therefore Partners may be deemed to have indirect beneficial ownership of the Hims Class A Common Stock held by Holdings.

F3 · ownership.direct: (Continued from Footnote 2) Each reporting person under this Form 4 disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such reporting person is the beneficial owner of any securities covered by this Form 4.

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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.