Statement of Changes in Beneficial Ownership (4)
13 Gennaio 2020 - 11:40PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Neri Michael S. |
2. Issuer Name and Ticker or Trading Symbol
Wesco Aircraft Holdings, Inc
[
WAIR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
U.S. TRUST COMPANY OF DELAWARE, 1100 N. KING STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/9/2020 |
(Street)
WILMINGTON, DE 19884
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 1/9/2020 | | D | | 1425448 (1) | D | (1) | 0 | I | By Randy Snyder 2009 Extended Family Trust (2) |
Common Stock | 1/9/2020 | | D | | 1425449 (1) | D | (1) | 0 | I | By Susan Snyder 2009 Extended Family Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) |
Common Stock | 1/9/2020 | | D | | 1278046 (1) | D | (1) | 0 | I | By Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Pursuant to that certain Agreement and Plan of Merger, dated August 8, 2019 by and among Wolverine Intermediate Holding II Corporation ("Parent"), Wolverine Merger Corporation, and the Issuer, the Issuer became a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time"). At the Effective Time, each share of the Issuer's Common Stock (including each restricted share) was automatically converted into the right to receive $11.05 in cash. |
(2) | The reporting person, in his capacity as Managing Director of U.S. Trust Company of Delaware, is the trustee for this trust and in that role has voting power with respect to the shares held by the trust. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Neri Michael S. U.S. TRUST COMPANY OF DELAWARE 1100 N. KING STREET WILMINGTON, DE 19884 |
| X |
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Signatures
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/s/ Michael S. Neri | | 1/13/2020 |
**Signature of Reporting Person | Date |
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